As filed with the Securities and Exchange Commission on November 25, 2020

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act file number 811-03023

FORUM FUNDS

Three Canal Plaza, Suite 600

Portland, Maine 04101

Jessica Chase, Principal Executive Officer

Three Canal Plaza, Suite 600

Portland, Maine 04101

207-347-2000

Date of fiscal year end: March 31

Date of reporting period: April 1, 2020 – September 30, 2020

ITEM 1. REPORT TO STOCKHOLDERS.

Payson

Total

Return

Fund

SEMI-ANNUAL

REPORT

//

September

30,

2020

(Unaudited)

Payson

Total

Return

Fund

Table

of

Contents

September

30,

2020

IMPORTANT

INFORMATION

An

investment

in

the

Fund

is

subject

to

risk,

including

the

possible

loss

of

principal.

Other

Fund

risks

include

equity

risk,

convertible

securities

risk,

debt

securities

risk,

technology

sector

risk,

exchange-traded

funds

risk,

interest

rate

risk,

credit

risk,

inflation

indexed

security

risk,

U.S.

government

securities

risk,

value

investment

risk,

mortgage-related

and

other

asset-backed

securities

risk,

and

foreign

investments

risk.

Foreign

investing

involves

certain

risks

and

increased

volatility

not

associated

with

investing

solely

in

the

U.S.,

including

currency

fluctuations,

economic

or

financial

instability,

lack

of

timely

or

reliable

financial

information

or

unfavorable

political

or

legal

developments.

Mortgage-related

and

other

asset-backed

securities

risks

include

extension

risk

and

prepayment

risk.

In

addition,

the

Fund

invests

in

midcap

companies,

which

pose

greater

risks

than

those

associated

with

larger,

more

established

companies.

There

is

no

assurance

that

the

Fund

will

achieve

its

investment

objective.

Schedule

of

Investments

1

Statement

of

Assets

and

Liabilities

3

Statement

of

Operations

4

Statements

of

Changes

in

Net

Assets

5

Financial

Highlights

6

Notes

to

Financial

Statements

7

Additional

Information

12

Payson

Total

Return

Fund

SCHEDULE

OF

INVESTMENTS

September

30,

2020

See

Notes

to

Financial

Statements.

1

The

following

is

a

summary

of

the

inputs

used

to

value

the

Fund's investments

as

of

September

30,

2020. 

The

inputs

or

methodology

used

for

valuing

securities

are

not

necessarily

an

indication

of

the

risks

associated

with

investing

in

those

securities.

For

more

information

on

valuation

inputs,

and

their

aggregation

into

the

levels

used

in

the

table

below,

Shares

Security

Description

Value

Common

Stock

-

100.0%

Consumer

Discretionary

-

7.5%

1,665‌

Amazon.com,

Inc. (a)

$

5,242,636‌

450‌

AutoZone,

Inc. (a)

529,938‌

16,000‌

DR

Horton,

Inc.

1,210,080‌

12,831‌

The

Home

Depot,

Inc.

3,563,297‌

10,545,951‌

Consumer

Staples

-

3.7%

11,970‌

Thermo

Fisher

Scientific,

Inc.

5,284,994‌

Financials

-

16.6%

35,000‌

Aflac,

Inc.

1,272,250‌

24,040‌

American

Express

Co.

2,410,010‌

8,460‌

Berkshire

Hathaway,

Inc.,

Class B (a)

1,801,473‌

22,516‌

JPMorgan

Chase

&

Co.

2,167,615‌

18,420‌

Mastercard,

Inc.,

Class A

6,229,091‌

10,350‌

S&P

Global,

Inc.

3,732,210‌

29,100‌

Visa,

Inc.,

Class A

5,819,127‌

23,431,776‌

Health

Care

-

20.1%

37,625‌

AbbVie,

Inc.

3,295,574‌

20,457‌

Amgen,

Inc.

5,199,351‌

15,330‌

Danaher

Corp.

3,301,009‌

42,330‌

Johnson

&

Johnson

6,302,090‌

39,045‌

Merck

&

Co.,

Inc.

3,238,783‌

50,650‌

Pfizer,

Inc.

1,858,855‌

5,440‌

Teleflex,

Inc.

1,851,885‌

10,616‌

UnitedHealth

Group,

Inc.

3,309,750‌

28,357,297‌

Industrials

-

11.8%

22,000‌

AMETEK,

Inc.

2,186,800‌

124,235‌

Carrier

Global

Corp.

3,794,137‌

9,600‌

Cummins,

Inc.

2,027,136‌

12,177‌

General

Dynamics

Corp.

1,685,662‌

12,900‌

Honeywell

International,

Inc.

2,123,469‌

13,580‌

L3Harris

Technologies,

Inc.

2,306,427‌

8,650‌

Otis

Worldwide

Corp.

539,933‌

Shares

Security

Description

Value

Industrials

-

11.8%

(continued)

34,253‌

Raytheon

Technologies

Corp.

$

1,970,918‌

16,634,482‌

Information

Technology

-

40.3%

16,904‌

Accenture

PLC,

Class A

3,820,135‌

740‌

Adobe,

Inc. (a)

362,918‌

4,005‌

Alphabet,

Inc.,

Class A (a)

5,869,728‌

76,200‌

Apple,

Inc.

8,824,722‌

11,300‌

Broadcom,

Inc.

4,116,816‌

8,650‌

Broadridge

Financial

Solutions,

Inc.

1,141,800‌

29,530‌

CDW

Corp.

3,529,721‌

27,523‌

Cisco

Systems,

Inc.

1,084,131‌

12,980‌

Facebook,

Inc.,

Class A (a)

3,399,462‌

19,860‌

Fidelity

National

Information

Services,

Inc.

2,923,591‌

195,895‌

HP,

Inc.

3,720,046‌

11,570‌

Lam

Research

Corp.

3,838,347‌

31,600‌

Leidos

Holdings,

Inc.

2,817,140‌

27,260‌

Microsoft

Corp.

5,733,596‌

3,650‌

NVIDIA

Corp.

1,975,453‌

11,600‌

NXP

Semiconductors

NV

1,447,796‌

15,590‌

Texas

Instruments,

Inc.

2,226,096‌

56,831,498‌

Total

Common

Stock

(Cost

$85,197,281)

141,085,998‌

Investments,

at

value

-

100.0%

(Cost

$85,197,281)

$

141,085,998‌

Other

Assets

&

Liabilities,

Net

-

0.0%

3,372‌

Net

Assets

-

100.0%

$

141,089,370‌

PLC

Public

Limited

Company

(a)

Non-income

producing

security.

Payson

Total

Return

Fund

SCHEDULE

OF

INVESTMENTS

September

30,

2020

See

Notes

to

Financial

Statements.

2

please

refer

to

the

Security

Valuation

section

in

Note

2

of

the

accompanying

Notes

to

Financial

Statements.

The

Level

1

value

displayed

in

this

table

is

Common

Stock.

Refer

to

this

Schedule

of

Investments

for

a

further

breakout

of

each

security

by

industry.

Valuation

Inputs

Investments

in

Securities

Level

1

-

Quoted

Prices

$

141,085,998‌

Level

2

-

Other

Significant

Observable

Inputs

–‌

Level

3

-

Significant

Unobservable

Inputs

–‌

Total

$

141,085,998‌

PORTFOLIO

HOLDINGS

%

of

Total

Investments

Consumer

Discretionary

7.5‌%

Consumer

Staples

3.7‌%

Financials

16.6‌%

Health

Care

20.1‌%

Industrials

11.8‌%

Information

Technology

40.3‌%

100.0‌%

Payson

Total

Return

Fund

Statement

of

Assets

and

Liabilities

September

30,

2020

See

Notes

to

Financial

Statements.

3

ASSETS

Investments,

at

value

(Cost

$85,197,281)

$

141,085,998‌

Cash

681,971‌

Receivables:

Dividends

and

interest

80,686‌

Prepaid

expenses

19,382‌

Total

Assets

141,868,037‌

LIABILITIES

Payables:

Investment

securities

purchased

521,022‌

Fund

shares

redeemed

32,693‌

Distributions

payable

123,787‌

Accrued

Liabilities:

Investment

adviser

fees

69,166‌

Trustees’

fees

and

expenses

89‌

Fund

services

fees

13,255‌

Other

expenses

18,655‌

Total

Liabilities

778,667‌

NET

ASSETS

$

141,089,370‌

COMPONENTS

OF

NET

ASSETS

Paid-in

capital

$

75,686,324‌

Distributable

earnings

65,403,046‌

NET

ASSETS

$

141,089,370‌

SHARES

OF

BENEFICIAL

INTEREST

AT

NO

PAR

VALUE

(UNLIMITED

SHARES

AUTHORIZED)

5,818,680‌

NET

ASSET

VALUE,

OFFERING

AND

REDEMPTION

PRICE

PER

SHARE

$

24.25‌

Payson

Total

Return

Fund

Statement

of

Operations

SIX

MONTHS

ENDED

SEPTEMBER

30,

2020

See

Notes

to

Financial

Statements.

4

INVESTMENT

INCOME

Dividend

income

$

1,049,224‌

Interest

income

876‌

Total

Investment

Income

1,050,100‌

EXPENSES

Investment

adviser

fees

388,745‌

Fund

services

fees

96,476‌

Custodian

fees

7,280‌

Registration

fees

11,182‌

Professional

fees

22,321‌

Trustees'

fees

and

expenses

3,254‌

Other

expenses

25,001‌

Total

Expenses

554,259‌

NET

INVESTMENT

INCOME

495,841‌

NET

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

Net

realized

gain

on

investments

9,631,596‌

Net

change

in

unrealized

appreciation

(depreciation)

on

investments

25,450,442‌

NET

REALIZED

AND

UNREALIZED

GAIN

35,082,038‌

INCREASE

IN

NET

ASSETS

RESULTING

FROM

OPERATIONS

$

35,577,879‌

Payson

Total

Return

Fund

Statements

of

Changes

in

Net

Assets

See

Notes

to

Financial

Statements.

5

For

the

Six

Months

Ended

September

30,

2020

For

the

Year

Ended

March

31,

2020

OPERATIONS

Net

investment

income

$

495,841‌

$

867,578‌

Net

realized

gain

9,631,596‌

452,524‌

Net

change

in

unrealized

appreciation

(depreciation)

25,450,442‌

(7,489,749‌)

Increase

(Decrease)

in

Net

Assets

Resulting

from

Operations

35,577,879‌

(6,169,647‌)

DISTRIBUTIONS

TO

SHAREHOLDERS

Total

Distributions

Paid

(495,833‌)

(867,572‌)

CAPITAL

SHARE

TRANSACTIONS

Sale

of

shares

5,512,002‌

18,427,705‌

Reinvestment

of

distributions

235,036‌

377,018‌

Redemption

of

shares

(4,214,766‌)

(16,202,815‌)

Increase

in

Net

Assets

from

Capital

Share

Transactions

1,532,272‌

2,601,908‌

Increase

(Decrease)

in

Net

Assets

36,614,318‌

(4,435,311‌)

NET

ASSETS

Beginning

of

Period

104,475,052‌

108,910,363‌

End

of

Period

$

141,089,370‌

$

104,475,052‌

SHARE

TRANSACTIONS

Sale

of

shares

243,130‌

889,432‌

Reinvestment

of

distributions

10,080‌

18,985‌

Redemption

of

shares

(185,522‌)

(779,474‌)

Increase

in

Shares

67,688‌

128,943‌

Payson

Total

Return

Fund

Financial

Highlights

See

Notes

to

Financial

Statements.

6

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

each

period

.

For

the

Six

Months

Ended

September

30,

2020

For

the

Years

Ended

March

31,

2020

2019

2018

2017

2016

NET

ASSET

VALUE,

Beginning

of

Period

$

18.17‌

$

19.37‌

$

17.76‌

$

16.14‌

$

13.94‌

$

15.21‌

INVESTMENT

OPERATIONS

Net

investment

income

(a)

0.09‌

0.15‌

0.13‌

0.14‌

0.16‌

0.16‌

Net

realized

and

unrealized

gain

(loss)

6.08‌

(1.20‌)

1.61‌

2.33‌

2.25‌

(0.76‌)

Total

from

Investment

Operations

6.17‌

(1.05‌)

1.74‌

2.47‌

2.41‌

(0.60‌)

DISTRIBUTIONS

TO

SHAREHOLDERS

FROM

Net

investment

income

(0.09‌)

(0.15‌)

(0.13‌)

(0.12‌)

(0.21‌)

(0.16‌)

Net

realized

gain

–‌

–‌

–‌

(0.73‌)

–‌

(0.51‌)

Total

Distributions

to

Shareholders

(0.09‌)

(0.15‌)

(0.13‌)

(0.85‌)

(0.21‌)

(0.67‌)

NET

ASSET

VALUE,

End

of

Period

$

24.25‌

$

18.17‌

$

19.37‌

$

17.76‌

$

16.14‌

$

13.94‌

TOTAL

RETURN

33.95‌%(b)

(5.48‌)%

9.83‌%

15.39‌%

17.41‌%

(3.94‌)%

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

at

End

of

Period

(000s

omitted)

$

141,089‌

$

104,475‌

$

108,910‌

$

95,489‌

$

78,888‌

$

74,514‌

Ratios

to

Average

Net

Assets:

Net

investment

income

0.76‌%(c)

0.74‌%

0.71‌%

0.82‌%

1.10‌%

1.11‌%

Net

expenses

0.85‌%(c)

0.86‌%

0.89‌%

0.94‌%

0.98‌%

0.97‌%

PORTFOLIO

TURNOVER

RATE

29‌%(b)

25‌%

27‌%

38‌%

30‌%

55‌%

(a)

Calculated

based

on

average

shares

outstanding

during

each

period.

(b)

Not

annualized.

(c)

Annualized.

Payson

Total

Return

Fund

Notes

to

Financial

Statements

September

30,

2020

7

Organization

The

Payson

Total

Return

Fund

(the

“Fund”)

is

a

diversified

portfolio

of

Forum

Funds

(the

“Trust”).

The

Trust

is

a

Delaware

statutory

trust

that

is

registered

as

an

open-end,

management

investment

company

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“Act”).

Under

its

Trust

Instrument,

the

Trust

is

authorized

to

issue

an

unlimited

number

of

the

Fund’s

shares

of

beneficial

interest

without

par

value.

The

Fund

commenced

operations

on

November

25,

1991.

The

Fund

seeks

a

combination

of

high

current

income

and

capital

appreciation.

Summary

of

Significant

Accounting

Policies

The

Fund

is

an

investment

company

and

follows

accounting

and

reporting

guidance

under

Financial

Accounting

Standards

Board

(“FASB”)

Accounting

Standards

Codification

(“ASC”)

Topic

946,

“Financial

Services

–

Investment

Companies.”

These

financial

statements

are

prepared

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States

of

America

(“GAAP”),

which

require

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities,

the

disclosure

of

contingent

liabilities

at

the

date

of

the

financial

statements,

and

the

reported

amounts

of

increases

and

decreases

in

net

assets

from

operations

during

the

fiscal

period.

Actual

amounts

could

differ

from

those

estimates.

The

following

summarizes

the

significant

accounting

policies

of

the

Fund:

Security

Valuation

–

Securities

are

valued

at

market

prices

using

the

last

quoted

trade

or

official

closing

price

from

the

principal

exchange

where

the

security

is

traded,

as

provided

by

independent

pricing

services

on

each

Fund

business

day.

In

the

absence

of

a

last

trade,

securities

are

valued

at

the

mean

of

the

last

bid

and

ask

price

provided

by

the

pricing

service.

The

Fund

values

its

investments

at

fair

value

pursuant

to

procedures

adopted

by

the

Trust’s

Board

of

Trustees

(the

“Board”)

if

(1)

market

quotations

are

not

readily

available

or

(2)

the

Adviser,

as

defined

in

Note

4,

believes

that

the

values

available

are

unreliable.

The

Trust’s

Valuation

Committee,

as

defined

in

the

Fund’s

registration

statement,

performs

certain

functions

as

they

relate

to

the

administration

and

oversight

of

the

Fund’s

valuation

procedures.

Under

these

procedures,

the

Valuation

Committee

convenes

on

a

regular

and

ad

hoc

basis

to

review

such

investments

and

considers

a

number

of

factors,

including

valuation

methodologies

and

significant

unobservable

inputs,

when

arriving

at

fair

value.

The

Valuation

Committee

may

work

with

the

Adviser

to

provide

valuation

inputs.

In

determining

fair

valuations,

inputs

may

include

market-based

analytics

that

may

consider

related

or

comparable

assets

or

liabilities,

recent

transactions,

market

multiples,

book

values

and

other

relevant

investment

information.

Adviser

inputs

may

include

an

income-based

approach

in

which

the

anticipated

future

cash

flows

of

the

investment

are

discounted

in

determining

fair

value.

Discounts

may

also

be

applied

based

on

the

nature

or

duration

of

any

restrictions

on

the

disposition

of

the

investments.

The

Valuation

Committee

performs

regular

reviews

of

valuation

methodologies,

key

inputs

and

assumptions,

disposition

analysis

and

market

activity.

Payson

Total

Return

Fund

Notes

to

Financial

Statements

September

30,

2020

8

Fair

valuation

is

based

on

subjective

factors

and,

as

a

result,

the

fair

value

price

of

an

investment

may

differ

from

the

security’s

market

price

and

may

not

be

the

price

at

which

the

asset

may

be

sold.

Fair

valuation

could

result

in

a

different

net

asset

value

(“NAV”)

than

a

NAV

determined

by

using

market

quotes.

GAAP

has

a

three-tier

fair

value

hierarchy.

The

basis

of

the

tiers

is

dependent

upon

the

various

“inputs”

used

to

determine

the

value

of

the

Fund’s

investments.

These

inputs

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

-

Quoted

prices

in

active

markets

for

identical

assets

and

liabilities.

Level

2

-

Prices

determined

using

significant

other

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

prepayment

speeds,

credit

risk,

etc.).

Short-term

securities

with

maturities

of

sixty

days

or

less

are

valued

at

amortized

cost,

which

approximates

market

value,

and

are

categorized

as

Level

2

in

the

hierarchy.

Municipal

securities,

long-term

U.S.

government

obligations

and

corporate

debt

securities

are

valued

in

accordance

with

the

evaluated

price

supplied

by

a

pricing

service

and

generally

categorized

as

Level

2

in

the

hierarchy.

Other

securities

that

are

categorized

as

Level

2

in

the

hierarchy

include,

but

are

not

limited

to,

warrants

that

do

not

trade

on

an

exchange,

securities

valued

at

the

mean

between

the

last

reported

bid

and

ask

quotation

and

international

equity

securities

valued

by

an

independent

third

party

with

adjustments

for

changes

in

value

between

the

time

of

the

securities’

respective

local

market

closes

and

the

close

of

the

U.S.

market.

Level

3

-

Significant

unobservable

inputs

(including

the

Fund’s

own

assumptions

in

determining

the

fair

value

of

investments).

The

aggregate

value

by

input

level,

as

of

September

30,

2020,

for

the

Fund’s

investments

is

included

at

the

end

of

the

Fund’s

Schedule

of

Investments.

Security

Transactions,

Investment

Income

and

Realized

Gain

and

Loss

–

Investment

transactions

are

accounted

for

on

the

trade

date.

Dividend

income

is

recorded

on

the

ex-dividend

date.

Non-cash

dividend

income

is

recorded

at

the

fair

market

value

of

the

securities

received.

Foreign

dividend

income

is

recorded

on

the

ex-dividend

date

or

as

soon

as

possible

after

determining

the

existence

of

a

dividend

declaration

after

exercising

reasonable

due

diligence.

Income

and

capital

gains

on

some

foreign

securities

may

be

subject

to

foreign

withholding

taxes,

which

are

accrued

as

applicable.

Interest

income

is

recorded

on

an

accrual

basis.

Premium

is

amortized

to

the

next

call

date

above

par

and

discount

is

accreted

to

maturity

using

the

effective

interest

method.

Identified

cost

of

investments

sold

is

used

to

determine

the

gain

and

loss

for

both

financial

statement

and

federal

income

tax

purposes.

Distributions

to

Shareholders

–

Distributions

to

shareholders

of

net

investment

income,

if

any,

are

declared

and

paid

quarterly.

Distributions

to

shareholders

of

net

capital

gains

and

net

foreign

currency

gains,

if

any,

are

declared

and

paid

at

least

annually.

Distributions

to

shareholders

are

recorded

on

the

ex-dividend

date.

Distributions

are

based

on

amounts

calculated

in

accordance

with

applicable

federal

income

tax

regulations,

Payson

Total

Return

Fund

Notes

to

Financial

Statements

September

30,

2020

9

which

may

differ

from

GAAP.

These

differences

are

due

primarily

to

differing

treatments

of

income

and

gain

on

various

investment

securities

held

by

the

Fund,

timing

differences

and

differing

characterizations

of

distributions

made

by

the

Fund.

Federal

Taxes

–

The

Fund

intends

to

continue

to

qualify

each

year

as

a

regulated

investment

company

under

Subchapter

M

of

Chapter

1,

Subtitle

A,

of

the

Internal

Revenue

Code

of

1986,

as

amended

(“Code”),

and

to

distribute

all

of

its

taxable

income

to

shareholders.

In

addition,

by

distributing

in

each

calendar

year

substantially

all

of

its

net

investment

income

and

capital

gains,

if

any,

the

Fund

will

not

be

subject

to

a

federal

excise

tax.

Therefore,

no

federal

income

or

excise

tax

provision

is

required.

The

Fund

files

a

U.S.

federal

income

and

excise

tax

return

as

required.

The

Fund’s

federal

income

tax

returns

are

subject

to

examination

by

the

Internal

Revenue

Service

for

a

period

of

three

fiscal

years

after

they

are

filed.

As

of

September

30,

2020,

there

are

no

uncertain

tax

positions

that

would

require

financial

statement

recognition,

de-recognition

or

disclosure.

Income

and

Expense

Allocation

–

The

Trust

accounts

separately

for

the

assets,

liabilities

and

operations

of

each

of

its

investment

portfolios.

Expenses

that

are

directly

attributable

to

more

than

one

investment

portfolio

are

allocated

among

the

respective

investment

portfolios

in

an

equitable

manner.

Commitments

and

Contingencies

–

In

the

normal

course

of

business,

the

Fund

enters

into

contracts

that

provide

general

indemnifications

by

the

Fund

to

the

counterparty

to

the

contract.

The

Fund’s

maximum

exposure

under

these

arrangements

is

dependent

on

future

claims

that

may

be

made

against

the

Fund

and,

therefore,

cannot

be

estimated;

however,

based

on

experience,

the

risk

of

loss

from

such

claims

is

considered

remote.

The

Fund

has

determined

that

none

of

these

arrangements

requires

disclosure

on

the

Fund’s

balance

sheet.

Cash

–

Concentration

in

Uninsured

Account

For

cash

management

purposes,

the

Fund

may

concentrate

cash

with

the

Fund’s

custodian.

This

typically

results

in

cash

balances

exceeding

the

Federal

Deposit

Insurance

Corporation

(“FDIC”)

insurance

limits.

As

of

September

30,

2020,

the

Fund

had

$431,971

at

MUFG

Union

Bank,

N.A.

that

exceeded

the

FDIC

insurance

limit.

Fees

and

Expenses

Investment

Adviser

–

H.M.

Payson

&

Co.

(the

“Adviser”)

is

the

investment

adviser

to

the

Fund.

Pursuant

to

an

investment

advisory

agreement,

the

Adviser

receives

an

advisory

fee,

payable

monthly,

from

the

Fund

at

an

annual

rate

of

0.60%

of

the

Fund’s

average

daily

net

assets.

Distribution

–

Foreside

Fund

Services,

LLC

serves

as

the

Fund’s

distributor

(the

“Distributor”).

The

Fund

does

not

have

a

distribution

(12b-1)

plan;

accordingly,

the

Distributor

does

not

receive

compensation

from

the

Fund

for

its

distribution

services.

The

Adviser

compensates

the

Distributor

directly

for

its

services.

The

Payson

Total

Return

Fund

Notes

to

Financial

Statements

September

30,

2020

10

Distributor

is

not

affiliated

with

the

Adviser

or

Atlantic

Fund

Administration,

LLC,

a

wholly

owned

subsidiary

of

Apex

US

Holdings,

LLC

(d/b/a

Apex

Fund

Services)

(“Apex”)

or

their

affiliates.

Other

Service

Providers

–

Apex

provides

fund

accounting,

fund

administration,

compliance

and

transfer

agency

services

to

the

Fund.

The

fees

related

to

these

services

are

included

in

Fund

services

fees

within

the

Statement

of

Operations.

Apex

also

provides

certain

shareholder

report

production

and

EDGAR

conversion

and

filing

services.

Pursuant

to

an

Apex

Services

Agreement,

the

Fund

pays

Apex

customary

fees

for

its

services.

Apex

provides

a

Principal

Executive

Officer,

a

Principal

Financial

Officer,

a

Chief

Compliance

Officer

and

an

Anti-Money

Laundering

Officer

to

the

Fund,

as

well

as

certain

additional

compliance

support

functions.

Trustees

and

Officers

–

The

Trust

pays

each

independent

Trustee

an

annual

retainer

of

$31,000

for

services

to

the

Trust

($41,000

for

the

Chairman).

The

Audit

Committee

Chairman

receives

an

additional

$2,000

annually.

The

Trustees

and

Chairman

may

receive

additional

fees

for

special

Board

meetings.

Each

Trustee

is

also

reimbursed

for

all

reasonable

out-of-pocket

expenses

incurred

in

connection

with

his

or

her

duties

as

a

Trustee,

including

travel

and

related

expenses

incurred

in

attending

Board

meetings.

The

amount

of

Trustees’

fees

attributable

to

the

Fund

is

disclosed

in

the

Statement

of

Operations.

Certain

officers

of

the

Trust

are

also

officers

or

employees

of

the

above

named

service

providers,

and

during

their

terms

of

office

received

no

compensation

from

the

Fund.

Security

Transactions

The

cost

of

purchases

and

proceeds

from

sales

of

investment

securities

(including

maturities),

other

than

short-term

investments,

during

the

period

ended

September

30,

2020

were

$38,694,181

and

$37,145,057,

respectively.

Federal

Income

Tax

As

of

September

30,

2020,

the

cost

of

investments

for

federal

income

tax

purposes

is

substantially

the

same

as

for

financial

statement

purposes and

the

components

of

net

unrealized appreciation were

as

follows:

Gross

Unrealized

Appreciation

$

56,375,783‌

Gross

Unrealized

Depreciation

(487,066‌)

Net

Unrealized

Appreciation

$

55,888,717‌

Payson

Total

Return

Fund

Notes

to

Financial

Statements

September

30,

2020

11

As

of

March

3

1

,

2020

,

distributable

earnings

(accumulated

loss)

on

a

tax

basis

were

as

follows:

The

difference

between

components

of

distributable

earnings

on

a

tax

basis

and

the

amounts

reflected

in

the

Statement

of

Assets

and

Liabilities

are

primarily

due

to

treatment

of

distributions

payable.

As

of

March

31,

2020,

the

Fund

had

$117,244

of

available

short-term

capital

loss

carryforwards

that

have

no

expiration

date.

Subsequent

Events

The

global

outbreak

of

the

COVID-19

virus

has

caused

negative

effects

on

many

companies,

sectors,

countries,

regions,

and

financial

markets

in

general,

and

uncertainty

exists

as

to

its

long-term

implications.

The

effects

of

the

pandemic

may

adversely

impact

the

Fund’s

assets

and

performance.

The

financial

statements

do

not

include

any

adjustments

that

might

result

from

the

outcome

of

this

uncertainty.

Undistributed

Ordinary

Income

$

153,582‌

Capital

and

Other

Losses

(117,244‌)

Unrealized

Appreciation

30,438,275‌

Other

Temporary

Differences

(153,613‌)

Total

$

30,321,000‌

Payson

Total

Return

Fund

Additional

Information

September

30,

2020

12

Investment

Advisory

Agreement

Approval

At

the

June

23,

2020

Board

meeting,

the

Board,

including

the

Independent

Trustees,

considered

the

approval

of

the

continuance

of

the

investment

advisory

agreement

between

the

Adviser

and

the

Trust

pertaining

to

the

Fund

(the

“Advisory

Agreement”).

In

preparation

for

its

deliberations,

the

Board

requested

and

reviewed

written

responses

from

the

Adviser

to

a

due

diligence

questionnaire

circulated

on

the

Board's

behalf

concerning

the

services

provided

by

the

Adviser.

The

Board

also

discussed

the

materials

with

Fund

counsel

and,

as

necessary,

with

the

Trust's

administrator.

During

its

deliberations,

the

Board

received

an

oral

presentation

from

the

Adviser,

and

was

assisted

by

the

advice

of

Trustee

counsel.

At

the

meeting,

the

Board

reviewed,

among

other

matters:

(1)

the

nature,

extent

and

quality

of

the

services

provided

to

the

Fund

by

the

Adviser,

including

information

on

the

investment

performance

of

the

Fund

and

the

Adviser;

(2)

the

costs

of

the

services

provided

and

profitability

to

the

Adviser

of

its

relationship

with

the

Fund;

(3)

the

advisory

fee

and

total

expense

ratio

of

the

Fund

as

compared

to

those

of

a

relevant

peer

group

of

funds;

(4)

the

extent

to

which

economies

of

scale

may

be

realized

as

the

Fund

grows

and

whether

the

advisory

fee

enables

the

Fund's

investors

to

share

in

the

benefits

of

economies

of

scale;

and

(5)

other

benefits

received

by

the

Adviser

from

its

relationship

with

the

Fund.

In

addition,

the

Board

recognized

that

the

evaluation

process

with

respect

to

the

Adviser

was

an

ongoing

one

and,

in

this

regard,

the

Board

considered

information

provided

by

the

Adviser

at

regularly

scheduled

meetings

during

the

past

year.

Nature,

Extent

and

Quality

of

Services

Based

on

written

materials

received,

a

presentation

from

senior

representatives

of

the

Adviser

and

a

discussion

with

the

Adviser

about

the

Adviser’s

personnel,

operations

and

financial

condition,

the

Board

considered

the

quality

of

services

provided

by

the

Adviser

under

the

Advisory

Agreement.

In

this

regard,

the

Board

considered

information

regarding

the

experience,

qualifications

and

professional

background

of

the

portfolio

managers

and

other

personnel

at

the

Adviser

with

principal

responsibility

for

the

Fund,

as

well

as

the

investment

philosophy

and

decision-making

process

of

the

Adviser

and

the

capability

and

integrity

of

the

Adviser’s

senior

management

and

staff.

The

Board

considered

also

the

adequacy

of

the

Adviser’s

resources.

The

Board

noted

the

Adviser’s

representations

that

the

firm

is

in

stable

financial

condition

and

has

the

operational

capability,

the

staffing

and

experience,

and

the

financial

strength

necessary

to

continue

providing

high-quality

investment

advisory

services

to

the

Fund.

Based

on

the

presentation

and

the

materials

provided

by

the

Adviser

in

connection

with

the

Board’s

consideration

of

the

renewal

of

the

Advisory

Agreement,

among

other

relevant

factors,

the

Board

concluded

that,

overall,

it

was

satisfied

with

the

nature,

extent

and

quality

of

services

to

be

provided

to

the

Fund

under

the

Advisory

Agreement.

Payson

Total

Return

Fund

Additional

Information

September

30,

2020

13

Performance

In

connection

with

a

presentation

by

the

Adviser

regarding

its

approach

to

managing

the

Fund,

the

Board

reviewed

the

performance

of

the

Fund

as

compared

to

its

primary

benchmark

index.

The

Board

observed

that

the

Fund

outperformed

its

primary

benchmark

index,

the

S&P

500

Index,

for

the

one-

and

three-year

periods

ended

March

31,

2020

and

underperformed

the

benchmark

for

the

five-

and

10-year

periods

ended

March

31,

2020

and

for

the

period

since

the

Fund’s

inception

on

November

25,

1991.

The

Board

also

considered

the

Fund’s

performance

relative

to

an

independent

peer

group

of

funds

identified

by

Broadridge

Financial

Solutions,

Inc.

(“Broadridge”)

as

having

characteristics

similar

to

those

of

the

Fund.

The

Board

observed

that,

based

on

the

information

provided

by

Broadridge,

the

Fund

outperformed

the

median

of

its

peer

group

for

the

one-,

three-,

and

five-year

periods

ended

March

31,

2020.

The

Board

noted

the

Adviser’s

representation

that

the

Fund’s

recent

relative

outperformance

could

be

attributed,

at

least

in

part,

to

the

Adviser’s

stock

selection

process.

Based

on

the

foregoing

and

other

relevant

considerations,

the

Board

concluded

that

the

Fund’s

shareholders

could

benefit

from

the

Adviser’s

management

under

the

Advisory

Agreement.

Compensation

The

Board

evaluated

the

Adviser’s

compensation

for

providing

advisory

services

to

the

Fund

and

analyzed

comparative

information

on

the

actual

advisory

fee

rate

and

actual

total

expenses

of

the

Fund

as

compared

to

its

Broadridge

peer

group.

The

Board

observed

that

the

Fund’s

actual

advisory

fee

rate

and

actual

total

expense

ratio

were

each

lower

than

the

median

of

its

Broadridge

peers.

Based

on

the

foregoing

and

other

applicable

considerations,

the

Board

concluded

that

the

advisory

fee

rate

charged

to

the

Fund

was

reasonable.

Cost

of

Services

and

Profitability

The

Board

evaluated

information

provided

by

the

Adviser

regarding

the

costs

of

services

and

its

profitability

with

respect

to

the

Fund.

In

this

regard,

the

Board

considered

the

Adviser’s

resources

devoted

to

the

Fund,

as

well

as

the

information

provided

by

the

Adviser

regarding

the

costs

and

profitability

of

its

Fund

activities.

The

Board

noted

the

Adviser’s

representation

that

it

does

not

account

for

its

relationship

with

the

Fund

as

a

separate

profit

center,

though

administrative

and

compliance

costs

attributable

to

the

Fund

were

believed

to

have

increased

in

recent

years

relative

to

the

Adviser’s

other

advisory

clients.

Based

on

these

and

other

applicable

considerations,

the

Board

concluded

that

the

Adviser’s

profitability

attributable

to

management

of

the

Fund

was

reasonable.

Economies

of

Scale

The

Board

evaluated

whether

the

Fund

would

benefit

from

any

economies

of

scale.

In

this

respect,

the

Board

considered

the

Fund’s

fee

structure,

asset

size,

and

net

expense

ratio.

The

Board

also

considered

the

Adviser’s

representation

that

the

Fund

could

potentially

benefit

from

economies

of

scale

if

its

assets

were

to

Payson

Total

Return

Fund

Additional

Information

September

30,

2020

14

increase.

Based

on

the

foregoing

information

and

other

applicable

factors,

and

in

light

of

the

size

of

the

Fund,

the

Board

concluded

that

the

asset

level

of

the

Fund

was

not

consistent

with

the

existence

of

economies

of

scale

and

that

economies

of

scale

were

not

a

material

factor

in

renewing

the

Advisory

Agreement.

Other

Benefits

The

Board

noted

the

Adviser’s

representation

that,

aside

from

its

contractual

advisory

fees,

it

does

not

benefit

in

a

material

way

from

its

relationship

with

the

Fund.

Based

on

the

foregoing

representation,

the

Board

concluded

that

other

benefits

received

by

the

Adviser

from

its

relationship

with

the

Fund

were

not

a

material

factor

to

consider

in

approving

the

Advisory

Agreement.

Conclusion

The

Board

did

not

identify

any

single

factor

as

being

of

paramount

importance,

and

different

Trustees

may

have

given

different

weight

to

different

factors.

The

Board

reviewed

a

memorandum

from

Fund

counsel

discussing

the

legal

standards

applicable

to

its

consideration

of

the

Advisory

Agreement.

Based

on

its

review,

including

consideration

of

each

of

the

factors

referenced

above,

and

its

consideration

of

information

received

throughout

the

year

from

the

Adviser,

the

Board

determined,

in

the

exercise

of

its

reasonable

business

judgment,

that

the

advisory

arrangement,

as

outlined

in

the

Advisory

Agreement,

was

fair

and

reasonable

in

light

of

the

services

performed

or

to

be

performed,

expenses

incurred

or

to

be

incurred

and

such

other

matters

as

the

Board

considered

relevant.

Liquidity

Risk

Management

Program

The

Fund

has

adopted

and

implemented

a

written

liquidity

risk

management

program,

as

required

by

Rule

22e-4

(the

“Liquidity

Rule”)

under

the

Investment

Company

Act

of

1940,

as

amended.

The

liquidity

risk

management

program

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration,

among

other

factors,

the

Fund’s

investment

strategy

and

the

liquidity

of

the

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

conditions;

its

short

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

funding

sources.

The

Board

approved

the

designation

of

the

Trust’s

Valuation

Committee

as

the

administrator

of

the

liquidity

risk

management

program

(the

“Program

Administrator”).

The

Program

Administrator

is

responsible

for

the

administration

and

oversight

of

the

program

and

for

reporting

to

the

Board

on

at

least

an

annual

basis

regarding,

among

other

things,

the

program’s

operation,

adequacy,

and

effectiveness.

The

Program

Administrator

assessed

the

Fund’s

liquidity

risk

profile

based

on

information

gathered

for

the

period

June

1,

2019

through

June

30,

2020

in

order

to

prepare

a

written

report

to

the

Board

for

review

at

its

meeting

held

on

September

11,

2020.

The

Program

Administrator’s

written

report

stated

that:

(i)

the

Fund

is

able

to

meet

redemptions

in

normal

and

reasonably

foreseeable

stressed

conditions

and

without

significant

dilution

of

remaining

shareholders’

interests

in

the

Fund;

(ii)

the

Fund’s

strategy

is

appropriate

for

an

open-end

mutual

fund;

(iii)

the

liquidity

Payson

Total

Return

Fund

Additional

Information

September

30,

2020

15

classification

determinations

regarding

the

Fund’s

portfolio

investments,

which

take

into

account

a

variety

of

factors

and

may

incorporate

analysis

from

one

or

more

third-party

data

vendors,

remained

appropriate;

(iv)

the

Fund

did

not

approach

the

internal

triggers

set

forth

in

the

liquidity

risk

management

program

or

the

regulatory

percentage

limitation

(15%)

on

holdings

in

illiquid

investments;

(v)

it

continues

to

be

appropriate

to

not

set

a

“highly

liquid

investment

minimum”

for

the

Fund

because

the

Fund

primarily

holds

“highly

liquid

investments”;

and

(vi)

the

liquidity

risk

management

program

remains

reasonably

designed

and

adequately

implemented

to

prevent

violations

of

the

Liquidity

Rule.

The

report

also

reviewed

the

changes

to

the

Program

since

its

inception.

No

significant

liquidity

events

impacting

the

Fund

or

proposed

changes

to

the

Program

were

noted

in

the

report.

Proxy

Voting

Information

A

description

of

the

policies

and

procedures

that

the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

securities

held

in

the

Fund’s

portfolio

is

available,

without

charge

and

upon

request,

by

calling

(800)

805-

8258

and

on

the

SEC

website

at

www.sec.gov.

The

Fund’s

proxy

voting

record

for

the

most

recent

twelve-

month

period

ended

June

30

is

available,

without

charge

and

upon

request,

by

calling

(800)

805-8258

and

on

the

SEC’s

website

at

www.sec.gov.

Availability

of

Quarterly

Portfolio

Schedules

The

Fund

files

its

complete

schedule

of

portfolio

holdings

with

the

SEC

for

the

first

and

third

quarters

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT

are

available

free

of

charge

on

the

SEC’s

website

at

www.sec.gov.

Shareholder

Expense

Example

As

a

shareholder

of

the

Fund

,

you

incur

ongoing

costs,

including

management

fees

and

other

Fund

expenses.

This

example

is

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

The

example

is

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

April

1,

2020

through

September

30,

2020.

Actual

Expenses

–

The

first

line

of

the

table

below

provides

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

in

this

line,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

first

line

under

the

heading

entitled

“Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

the

period.

Payson

Total

Return

Fund

Additional

Information

September

30,

2020

16

Hypothetical

Example

for

Comparison

Purposes

–

The

second

line

of

the

table

below

provides

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

the

ongoing

costs

of

investing

in

the

Fund

and

other

funds.

To

do

so,

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

the

shareholder

reports

of

other

funds.

Please

note

that

the

expenses

shown

in

the

table

are

meant

to

highlight

your

ongoing

costs

only.

Therefore,

the

second

line

of

the

table

is

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

Beginning

Account

Value

April

1,

2020

Ending

Account

Value

September

30,

2020

Expenses

Paid

During

Period*

Annualized

Expense

Ratio*

Actual

$

1,000.00

$

1,339.52

$

4.99

0.85%

Hypothetical

(5%

return

before

expenses)

$

1,000.00

$

1,020.81

$

4.31

0.85%

*

Expenses

are

equal

to

the

Fund’s

annualized

expense

ratio

multiplied

by

the

average

account

value

over

the

period,

multiplied

by

the

number

of

days

in

the

most

recent

fiscal

half-year

(183)

divided

by

365

to

reflect

the

half-year

period.

800

805

8258

//

hmpayson.com

FOR

MORE

INFORMATION

Payson

Total

Return

Fund

P.O.

Box

588

Portland,

Maine

04112

(800)

805-8258

(toll

free)

www.hmpayson.com

Transfer

Agent

Apex

Fund

Services

P.O.

Box

588

Portland,

Maine

04112

www.theapexgroup.com

Distributor

Foreside

Fund

Services,

LLC

Three

Canal

Plaza,

Suite

100

Portland,

Maine

04101

www.foreside.com

Investment

Company

Act

File

No.

811-03023

This

report

is

submitted

for

the

general

information

of

the

shareholders

of

the

Fund.

It

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

an

effective

prospectus,

which

includes

information

regarding

the

Fund’s

risks,

objectives,

fees

and

expenses,

experience

of

its

management,

and

other

information.

800

805

8258

//

hmpayson.com

230-SAR-0920

Merk

Hard

Currency

Fund

®

Investor

Shares

(MERKX)

Institutional

Shares

(MHCIX)

Semi

Annual

Report

(Unaudited)

September

30,

2020

Beginning

in

January

2021,

as

permitted

by

regulations

adopted

by

the

Securities

and

Exchange

Commission,

paper

copies

of

the

Fund’s

shareholder

reports

will

no

longer

be

sent

by

mail,

unless

you

specifically

request

paper

copies

of

the

reports

from

the

Fund

or

from

your

financial

intermediary,

such

as

a

broker-dealer

or

bank.

Instead,

the

reports

will

be

made

available

on

a

website,

and

you

will

be

notified

by

mail

each

time

a

report

is

posted

and

provided

with

a

website

link

to

access

the

report.

If

you

already

elected

to

receive

shareholder

reports

electronically,

you

will

not

be

affected

by

this

change

and

you

need

not

take

any

action.

You

may

elect

to

receive

shareholder

reports

and

other

communications

from

the

Fund

or

your

financial

intermediary

electronically

by

contacting

the

Fund

at

(866)

637-5386

and

merkfunds.ta@apexfs.com,

or

by

contacting

your

financial

intermediary

directly.

You

may

elect

to

receive

all

future

reports

in

paper

free

of

charge.

You

can

inform

the

Fund

or

your

financial

intermediary

that

you

wish

to

continue

receiving

paper

copies

of

your

shareholder

reports

by

contacting

the

Fund

at

(866)

637-5386

and

merkfunds.ta@apexfs.com,

or

by

contacting

your

financial

intermediary

directly.

Your

election

to

receive

reports

in

paper

will

apply

to

the

Merk

Hard

Currency

Fund.

2

See

Notes

to

Financial

Statements.

MERK

HARD

CURRENCY

FUND

SCHEDULE

OF

INVESTMENTS

September

30,

2020

Principal

Security

Description

Currency

Rate

Maturity

Value

in

USD

Foreign

Bonds

-

63.4%

(a)

Non-U.S.

Government

-

Australia

-

4.8%

$

4,000,000‌

Australia

Government

Bond

AUD

1.750‌

%

11/21/20

$

2,871,739‌

Non-U.S.

Government

-

New

Zealand

-

1.7%

1,500,000‌

New

Zealand

Government

Bond

NZD

6.000‌

05/15/21

1,028,052‌

Non-U.S.

Government

-

Sweden

-

4.8%

25,000,000‌

Sweden

Government

Bond

SEK

5.000‌

12/01/20

2,815,618‌

Non-U.S.

Government

Agency

-

Germany

-

5.6%

31,000,000‌

KFW

NOK

1.250‌

01/19/21

3,333,643‌

Non-U.S.

Government

Agency

-

Sweden

-

12.1%

63,500,000‌

Kommuninvest

I

Sverige

AB,

MTN

SEK

2.500‌

12/01/20

7,121,335‌

Regional

Agencies

-

Australia

–

4.1%

3,200,000‌

Western

Australian

Treasury

Corp.

AUD

7.000‌

07/15/21

2,415,433‌

Regional

Authority

-

Australia

–

4.3%

3,500,000‌

New

South

Wales

Treasury

Corp.

AUD

4.000‌

04/08/21

2,556,969‌

Regional

Authority

-

Canada

-

16.5%

3,000,000‌

Province

of

Alberta

Canada

CAD

1.350‌

09/01/21

2,276,557‌

3,500,000‌

Province

of

British

Columbia

Canada

CAD

3.700‌

12/18/20

2,648,256‌

3,000,000‌

Province

of

New

Brunswick

Canada

CAD

3.350‌

12/03/21

2,334,482‌

3,000,000‌

Province

of

Saskatchewan

Canada

CAD

9.600‌

02/04/22

2,532,545‌

9,791,840‌

Regional

Authority

-

Norway

-

3.5%

19,000,000‌

City

of

Oslo

Norway

NOK

3.550‌

02/12/21

2,061,065‌

Supranational

Bank

-

Luxembourg

-

6.0%

3,000,000‌

European

Financial

Stability

Facility,

EMTN

EUR

1.750‌

10/29/20

3,523,399‌

Total

Foreign

Bonds

(Cost

$36,172,338)

37,519,093‌

Foreign

Treasury

Securities

-

12.9%

(a)

Non-U.S.

Government

-

Canada

-

6.4%

5,000,000‌

Canadian

Treasury

Bill 

(b)

CAD

0.144‌

11/05/20

3,754,684‌

Non-U.S.

Government

-

Norway

-

6.5%

36,000,000‌

Norway

Treasury

Bill 

(b)(c)

NOK

0.000‌

03/17/21

3,858,399‌

Total

Foreign

Treasury

Securities

(Cost

$7,776,796)

7,613,083‌

U.S.

Government

&

Agency

Obligations

-

10.1%

(a)

U.S.

Treasury

Securities

-

10.1%

6,000,000‌

U.S.

Treasury

Bill 

(d)

(Cost

$5,999,630)

USD

0.106‌ 

10/22/20

5,999,729‌

Shares

Security

Description

Currency

Value

in

USD

Exchange

Traded

Product

-

5.1%

(a)

162,800

VanEck

Merk

Gold

Trust

ETF 

(e)(f)

(Cost

$1,875,970)

USD

2,993,892‌

Shares

Security

Description

Currency

Rate

Value

in

USD

Money

Market

Fund

-

4.1%

2,447,432

Morgan

Stanley

Institutional

Liquidity

Funds

Treasury

Securities

Portfolio,

Institutional

Class 

(g)

(Cost

$2,447,432)

USD

0.010‌

2,447,432‌

Investments,

at

value

-

95.6%

(Cost

$54,272,166)

$

56,573,229‌

Foreign

Currencies

– 3.4%

(Cost

$1,866,434)

1,989,132‌

Net

Unrealized

Gain/Loss

on

Forward

Currency

Contracts

–

0.0%

16,315‌

Other

Assets

&

Liabilities,

Net

– 1.0%

572,315‌

NET

ASSETS

– 100.0%

$

59,150,991‌

EMTN

European

Medium

Term

Note

ETF

Exchange

Traded

Fund

MTN

Medium

Term

Note

(a)

All

or

a

portion

of

these

securities

are

segregated

to

cover

outstanding

forward

currency

contract

exposure.

(b)

Rate

presented

is

yield

to

maturity.

3

See

Notes

to

Financial

Statements.

Affiliated

investments

are

investments

that

are

managed

by

the

Adviser,

and

are

noted

in

the

Merk

Hard

Currency

Fund’s

Schedule

of

Investments.

Transactions

during

the

period

with

affiliates

were

as

follows:

As

of

September

30,

2020,

the

Merk

Hard

Currency

Fund

had

the

following

forward

currency

contracts

outstanding:

The

following

is

a

summary

of

the

inputs

used

to

value

the

Fund's investments

and

other

financial

instruments

and

liabilities

as

of

September

30,

2020. 

The

inputs

or

methodology

used

for

valuing

securities

are

not

necessarily

an

indication

of

the

risks

associated

with

investing

in

those

securities.

For

more

information

on

valuation

inputs,

and

their

aggregation

into

the

levels

used

in

the

table

below,

please

refer

to

the

Security

Valuation

section

in

Note

2

of

the

accompanying

Notes

to

Financial

Statements.

(c)

Security

exempt

from

registration

under

Rule

144A

under

the

Securities

Act

of

1933.

At

the

period

end,

the

value

of

these

securities

amounted

to

$3,858,399

or

6.5%

of

net

assets.

(d)

Zero

coupon

bond.

Interest

rate

presented

is

yield

to

maturity.

(e)

Affiliate.

(f)

Non-income

producing

security.

(g)

Dividend

yield

changes

daily

to

reflect

current

market

conditions.

Rate

was

the

quoted

yield

as

of

September

30,

2020.

Exchange

Traded

Product

VanEck

Merk

Gold

Trust

ETF

Balance

3/31/2020

Gross

Additions

Gross

Reductions

Change

in

Unrealized

Depreciation

Balance

9/30/2020

Realized

Gain

Investment

Income

Shares/

Principal

247,800‌

–‌

(85,000‌)

–‌

162,800‌

Cost

$

2,970,915‌

$

–‌

$

(1,094,945‌

)

$

–‌

$

1,875,97

0‌

$

296,177‌

$

–‌

Value

3,813,642‌

–‌

–‌

275,19

5‌

2,993,892‌

Counterparty

Contracts

to

Purchase/(Sell)

Settlement

Date

Settlement

Value

Net

Unrealized

Appreciation

(Depreciation)

BNY

Mellon

Capital

Markets,

LLC

(1,800,000‌)

British

Pound

Sterling

10/07/20

$

(2,314,328‌)

$

(8,389‌)

1,800,000‌

British

Pound

Sterling

10/14/20

2,314,402‌

8,404‌

RBC

Capital

Markets,

LLC

(735,000,000‌)

Japanese

Yen

10/07/20

(6,952,038‌)

(17,653‌)

735,000,000‌

Japanese

Yen

10/07/20

6,983,161‌

(13,470‌)

735,000,000‌

Japanese

Yen

10/14/20

6,952,557‌

17,687‌

Societe

Generale

Securities

1,800,000‌

British

Pound

Sterling

10/07/20

2,292,981‌

29,736‌

$

16,315‌

Level

1

Level

2

Level

3

Total

Assets

Investments

at

Value

Foreign

Bonds

$

–‌

$

37,519,093‌

$

–‌

$

37,519,093‌

Foreign

Treasury

Securities

–‌

7,613,083‌

–‌

7,613,083‌

U.S.

Government

&

Agency

Obligations

–‌

5,999,729‌

–‌

5,999,729‌

Exchange

Traded

Product

2,993,892‌

–‌

–‌

2,993,892‌

Money

Market

Fund

–‌

2,447,432‌

–‌

2,447,432‌

Investments,

at

value

$

2,993,892‌

$

53,579,337‌

$

–‌

$

56,573,229‌

Other

Financial

Instruments

*

Forward

Currency

Contracts

–‌

55,827‌

–‌

55,827‌

Total

Assets

$

2,993,892‌

$

53,635,164‌

$

–‌

$

56,629,056‌

Liabilities

Other

Financial

Instruments

*

Forward

Currency

Contracts

$

–‌

$

(39,512‌)

$

–‌

$

(39,512‌)

Total

Liabilities

$

–‌

$

(39,512‌)

$

–‌

$

(39,512‌)

*

Other

Financial

Instruments

are

derivatives

not

reflected

in

the

Schedule

of

Investments,

such

as

forward

currency

contracts,

which

are

valued

at

the

unrealized

appreciation

(depreciation)

at

period

end.

PORTFOLIO

HOLDINGS

%

of

Total

Net

Assets

Foreign

Bonds

63.4‌%

Foreign

Treasury

Securities

12.9‌%

U.S.

Government

&

Agency

Obligations

10.1‌%

Exchange

Traded

Product

5.1‌%

Money

Market

Fund

4.1‌%

Other

Assets

&

Liabilities,

Net

4.4‌%

100.0‌%

4

See

Notes

to

Financial

Statements.

ASSETS

Total

Investments,

at

value

(Cost

$52,396,196,

respectively)

$

53,579,337‌

Total

Investments

in

affiliates,

at

value

(Cost

$1,875,970,

respectively)

2,993,892‌

Total

Investments,

at

value

(Cost

$54,272,166)

56,573,229‌

Foreign

currency

(Cost

$1,866,434,

respectively)

1,989,132‌

Receivables:

Fund

shares

sold

16,644‌

Investment

securities

sold

882,438‌

Dividends

and

interest

605,777‌

Unrealized

gain

on

forward

currency

contracts

55,827‌

Total

Assets

60,123,047‌

LIABILITIES

Unrealized

loss

on

forward

currency

contracts

39,512‌

Payables:

Investment

securities

purchased

887,247‌

Fund

shares

redeemed

2‌

Accrued

Liabilities:

Investment

adviser

fees

32,412‌

Distribution

fees

10,409‌

Other

expenses

2,474‌

Total

Liabilities

972,056‌

NET

ASSETS

$

59,150,991‌

COMPONENTS

OF

NET

ASSETS

Paid-in

capital

$

68,127,802‌

Distributable

earnings

(8,976,811‌)

NET

ASSETS

$

59,150,991‌

SHARES

OF

BENEFICIAL

INTEREST

AT

NO

PAR

VALUE

(UNLIMITED

SHARES

AUTHORIZED)

Investor

Shares

5,344,264‌

Institutional

Shares

1,001,648‌

NET

ASSET

VALUE,

OFFERING

AND

REDEMPTION

PRICE

PER

SHARE

Investor

Shares

(based

on

net

assets

of

$49,678,170,

respectively)

$

9.30‌

Institutional

Shares

(based

on

net

assets

of

$9,472,821,

respectively)

$

9.46‌

STATEMENT

OF

ASSETS

AND

LIABILITIES

September

30,

2020

5

See

Notes

to

Financial

Statements.

INVESTMENT

INCOME

Dividend

income

$

1,001‌

Interest

income

(Net

of

foreign

withholding

taxes

of

$20,682,

respectively)

612,396‌

Net

amortization

expense

(521,701‌)

Total

Investment

Income

91,696‌

EXPENSES

Investment

adviser

fees

296,928‌

Non

12b-1

shareholder

servicing

fees:

Investor

Shares

12,450‌

Institutional

Shares

2,396‌

Distribution

fees:

Investor

Shares

62,253‌

Total

Expenses

374,027‌

Fees

waived

(7,604‌)

Net

Expenses

366,423‌

NET

INVESTMENT

LOSS

(274,727‌)

NET

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

Net

realized

gain

(loss)

on:

Investments

in

unaffiliated

issuers

(1,234,894‌)

Investments

in

affiliated

issuers

296,177‌

Foreign

currency

transactions

603,776‌

Net

realized

loss

(334,941‌)

Net

change

in

unrealized

appreciation

on

investments

5,332,787‌

Net

change

in

unrealized

appreciation

on:

Investments

in

unaffiliated

issuers

5,332,787‌

Investments

in

affiliated

issuers

275,195‌

Foreign

currency

translations

113,483‌

Net

change

in

unrealized

appreciation

(depreciation)

5,721,465‌

NET

REALIZED

AND

UNREALIZED

GAIN

5,386,524‌

INCREASE

IN

NET

ASSETS

RESULTING

FROM

OPERATIONS

$

5,111,797‌

STATEMENT

OF

OPERATIONS

SIX

MONTHS

ENDED

SEPTEMBER

30,

2020

6

See

Notes

to

Financial

Statements.

For

the

Six

Months

Ended

September

30,

2020

For

the

Year

Ended

March

31,

2020

OPERATIONS

Net

investment

loss

$

(274,727‌)

$

(384,743‌)

Net

realized

loss

(334,941‌)

(1,891,103‌)

Net

change

in

unrealized

appreciation

(depreciation)

5,721,465‌

(2,423,817‌)

Increase

(Decrease)

in

Net

Assets

Resulting

from

Operations

5,111,797‌

(4,699,663‌)

CAPITAL

SHARE

TRANSACTIONS

Sale

of

shares:

Investor

Shares

4,275,704‌

6,203,686‌

Institutional

Shares

680,136‌

7,480,445‌

Redemption

of

shares:

Investor

Shares

(8,615,808‌)

(17,494,592‌)

Institutional

Shares

(5,564,085‌)

(9,264,220‌)

Decrease

in

Net

Assets

from

Capital

Share

Transactions

(9,224,053‌)

(13,074,681‌)

Decrease

in

Net

Assets

(4,112,256‌)

(17,774,344‌)

NET

ASSETS

Beginning

of

Period

63,263,247‌

81,037,591‌

End

of

Period

$

59,150,991‌

$

63,263,247‌

SHARE

TRANSACTIONS

Sale

of

shares:

Investor

Shares

475,932‌

695,440‌

Institutional

Shares

76,722‌

815,447‌

Redemption

of

shares:

Investor

Shares

(969,616‌)

(1,952,757‌)

Institutional

Shares

(640,753‌)

(1,034,048‌)

Decrease

in

Shares

(1,057,715‌)

(1,475,918‌)

STATEMENTS

OF

CHANGES

IN

NET

ASSETS

7

See

Notes

to

Financial

Statements.

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

each

period

.

For

the

Six

Months

Ended

September

30,

2020

For

the

Years

Ended

March

31,

2020

2019

2018

2017

2016

INVESTOR

SHARES

NET

ASSET

VALUE,

Beginning

of

Period

$

8.52‌

$

9.10‌

$

10.06‌

$

9.27‌

$

9.81‌

$

9.49‌

INVESTMENT

OPERATIONS

Net

investment

loss

(a)

(0.04‌)

(0.05‌)

(0.08‌)

(0.12‌)

(0.12‌)

(0.10‌)

Net

realized

and

unrealized

gain

(loss)

0.82‌

(0.53‌)

(0.80‌)

1.00‌

(0.42‌)

0.42‌

Total

from

Investment

Operations

0.78‌

(0.58‌)

(0.88‌)

0.88‌

(0.54‌)

0.32‌

DISTRIBUTIONS

TO

SHAREHOLDERS

FROM

Net

investment

income

–‌

–‌

(0.08‌)

(0.09‌)

–‌

–‌

NET

ASSET

VALUE,

End

of

Period

$

9.30‌

$

8.52‌

$

9.10‌

$

10.06‌

$

9.27‌

$

9.81‌

TOTAL

RETURN

9.16‌%(b)

(6.37‌)%

(8.73‌)%

9.54‌%

(5.50‌)%

3.37‌%

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

at

End

of

Period

(000's

omitted)

$49,678‌

$49,712‌

$64,575‌

$85,874‌

$92,355‌

$105,417‌

Ratios

to

Average

Net

Assets:

Net

investment

loss

(0.97‌)%(c)

(0.57‌)%

(0.88‌)%

(1.21‌)%

(1.27‌)%

(1.06‌)%

Net

expenses

1.27‌%(c)

1.34‌%

1.35‌%

1.27‌%

1.24‌%

1.23‌%

Interest

expenses

–‌%(c)

0.06‌%

0.08‌%

–‌%

–‌%

–‌%

Net

expenses

without

interest

expenses

1.27‌%(c)

1.28‌%

1.27‌%

1.27‌%

1.24‌%

1.23‌%

Gross

expenses

(d)

1.30‌%(c)

1.36‌%

1.38‌%

1.30‌%

1.30‌%

1.30‌%

PORTFOLIO

TURNOVER

RATE

(e)

53‌%(b)

53‌%

65‌%

35‌%

81‌%

85‌%

INSTITUTIONAL

SHARES

NET

ASSET

VALUE,

Beginning

of

Period

$

8.6

6‌

$

9.23‌

$

10.18‌

$

9.38‌

$

9.90‌

$

9.55‌

INVESTMENT

OPERATIONS

Net

investment

loss

(a)

(0.03‌)

(0.03‌)

(0.06‌)

(0.10‌)

(0.10‌)

(0.08‌)

Net

realized

and

unrealized

gain

(loss)

0.84‌

(0.5

4‌

)

(0.80‌)

1.02‌

(0.42‌)

0.43‌

Total

from

Investment

Operations

0.81‌

(0.5

7‌

)

(0.86‌)

0.92‌

(0.52‌)

0.35‌

DISTRIBUTIONS

TO

SHAREHOLDERS

FROM

Net

investment

income

–‌

–‌

(0.09‌)

(0.12‌)

–‌

–‌

NET

ASSET

VALUE,

End

of

Period

$

9.46‌

$

8.6

6‌

$

9.23‌

$

10.18‌

$

9.38‌

$

9.90‌

TOTAL

RETURN

9.

24‌

%(b)

(6.

1

8‌)%

(f)

(8.47‌)%

9.82‌%

(5.25‌)%

3.66‌%

RATIOS/SUPPLEMENTARY

DATA

Net

Assets

at

End

of

Period

(000's

omitted)

$9,473‌

$13,551‌

$16,462‌

$22,624‌

$17,821‌

$18,296‌

Ratios

to

Average

Net

Assets:

Net

investment

loss

(0.71‌)%(c)

(0.31‌)%

(0.64‌)%

(0.95‌)%

(1.02‌)%

(0.81‌)%

Net

expenses

1.02‌%(c)

1.09‌%

1.10‌%

1.02‌%

0.99‌%

0.98‌%

Interest

expenses

–‌%(c)

0.06‌%

0.08‌%

–‌%

–‌%

–‌%

Net

expenses

without

interest

expenses

1.02‌%(c)

1.03‌%

1.02‌%

1.02‌%

0.99‌%

0.98‌%

Gross

expenses

(d)

1.05‌%(c)

1.11‌%

1.13‌%

1.05‌%

1.05‌%

1.05‌%

PORTFOLIO

TURNOVER

RATE

(e)

53‌%(b)

53‌%

65‌%

35‌%

81‌%

85‌%

(a)

Calculated

based

on

average

shares

outstanding

during

each

period.

(b)

Not

annualized.

(c)

Annualized.

(d)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

(e)

The

portfolio

turnover

rate

is

calculated

without

regard

to

any

securities

whose

maturities

or

expiration

dates

at

the

time

of

acquisition

were

one

year

or

less.

(f)

Includes

adjustments

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States

of

America

and,

consequently,

the

net

asset

values

for

financial

reporting

purposes

and

the

returns

based

upon

those

net

asset

values

may

differ

from

the

net

asset

values

and

returns

for

shareholder

transactions.

Financial

Highlights

8

8

Organization

The

Merk

Hard

Currency

Fund

(the

“Fund”)

is

a

non-diversified

portfolio

of

Forum

Funds

(the

“Trust”).

The

Trust

is

a

Delaware

statutory

trust

that

is

registered

as

an

open-end,

management

investment

company

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“Act”).

Under

its

Trust

Instrument,

the

Trust

is

authorized

to

issue

an

unlimited

number

of

the

Fund’s

shares

of

beneficial

interest

without

par

value.

The

Fund

currently

offers

two

classes

of

shares:

Investor

Shares

and

Institutional

Shares.

The

Fund

seeks

to

profit

from

a

rise

in

hard

currencies

relative

to

the

U.S.

dollar.

The

Fund’s

Investor

Shares

and

Institutional

Shares

commenced

operations

on

May

10,

2005

and

April

1,

2010,

respectively.

Summary

of

Significant

Accounting

Policies

The

Fund

is

an

investment

company

and

follows

accounting

and

reporting

guidance

under

Financial

Accounting

Standards

Board

(“FASB”)

Accounting

Standards

Codification

(“ASC”)

Topic

946,

“Financial

Services

–

Investment

Companies.”

These

financial

statements

are

prepared

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States

of

America

(“GAAP”),

which

require

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities,

the

disclosure

of

contingent

liabilities

at

the

date

of

the

financial

statements,

and

the

reported

amounts

of

increases

and

decreases

in

net

assets

from

operations

during

the

fiscal

period.

Actual

amounts

could

differ

from

those

estimates.

The

following

summarizes

the

significant

accounting

policies

of

the

Fund:

Security

Valuation

–

Securities

are

valued

at

market

prices

using

the

last

quoted

trade

or

official

closing

price

from

the

principal

exchange

where

the

security

is

traded,

as

provided

by

independent

pricing

services

on

each

Fund

business

day.

In

the

absence

of

a

last

trade,

securities

are

valued

at

the

mean

of

the

last

bid

and

ask

price

provided

by

the

pricing

service.

Debt

securities

may

be

valued

at

prices

supplied

by

a

fund’s

pricing

agent

based

on

broker

or

dealer

supplied

valuations

or

matrix

pricing,

a

method

of

valuing

securities

by

reference

to

the

value

of

other

securities

with

similar

characteristics

such

as

rating,

interest

rate

and

maturity.

Futures

contracts

are

valued

at

the

day’s

settlement

price

on

the

exchange

where

the

contract

is

traded.

Forward

currency

contracts

are

generally

valued

based

on

interpolation

of

forward

curve

data

points

obtained

from

major

banking

institutions

that

deal

in

foreign

currencies

and

currency

dealers.

Shares

of

non-exchange

traded

open-end

mutual

funds

are

valued

at

net

asset

value

(“NAV”).

Short-term

investments

that

mature

in

sixty

days

or

less

may

be

valued

at

amortized

cost.

The

Fund

values

its

investments

at

fair

value

pursuant

to

procedures

adopted

by

the

Trust's

Board

of

Trustees

(the

“Board”)

if

(1)

market

quotations

are

not

readily

available

or

(2)

the

Adviser,

as

defined

in

Note

3,

believes

that

the

values

available

are

unreliable.

The

Trust’s

Valuation

Committee,

as

defined

in

the

Fund’s

registration

statement,

performs

certain

functions

as

they

relate

to

the

administration

and

oversight

of

the

Fund’s

valuation

procedures.

Under

these

procedures,

the

Valuation

Committee

convenes

on

a

regular

and

ad

hoc

basis

to

review

such

investments

and

considers

a

number

of

factors,

including

valuation

methodologies

and

significant

unobservable

inputs,

when

arriving

at

fair

value.

The

Valuation

Committee

may

work

with

the

Adviser

to

provide

valuation

inputs.

In

determining

fair

valuations,

inputs

may

include

market-based

analytics

that

may

consider

related

or

comparable

assets

or

liabilities,

recent

transactions,

market

multiples,

book

values

and

other

relevant

investment

information.

Adviser

inputs

may

include

an

income-based

approach

in

which

the

anticipated

future

cash

flows

of

the

investment

are

discounted

in

determining

fair

value.

Discounts

may

also

be

applied

based

on

the

nature

or

duration

of

any

restrictions

on

the

disposition

of

the

investments.

The

Valuation

Committee

performs

regular

reviews

of

valuation

methodologies,

key

inputs

and

assumptions,

disposition

analysis

and

market

activity.

Fair

valuation

is

based

on

subjective

factors

and,

as

a

result,

the

fair

value

price

of

an

investment

may

differ

from

the

security’s

market

price

and

may

not

be

the

price

at

which

the

asset

may

be

sold.

Fair

valuation

could

result

in

a

different

NAV

than

a

NAV

determined

by

using

market

quotes.

GAAP

has

a

three-tier

fair

value

hierarchy.

The

basis

of

the

tiers

is

dependent

upon

the

various

“inputs”

used

to

determine

the

value

of

the

Fund’s

investments.

These

inputs

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

-

Quoted

prices

in

active

markets

for

identical

assets

and

liabilities.

Level

2

-

Prices

determined

using

significant

other

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

prepayment

speeds,

credit

risk,

etc.).

Short-term

securities

with

maturities

of

sixty

days

or

less

are

valued

at

amortized

cost,

which

approximates

market

value,

and

are

categorized

as

Level

2

in

the

hierarchy.

Municipal

securities,

long-term

U.S.

government

obligations

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

9

and

corporate

debt

securities

are

valued

in

accordance

with

the

evaluated

price

supplied

by

a

pricing

service

and

generally

categorized

as

Level

2

in

the

hierarchy.

Other

securities

that

are

categorized

as

Level

2

in

the

hierarchy

include,

but

are

not

limited

to,

warrants

that

do

not

trade

on

an

exchange,

securities

valued

at

the

mean

between

the

last

reported

bid

and

ask

quotation

and

international

equity

securities

valued

by

an

independent

third

party

with

adjustments

for

changes

in

value

between

the

time

of

the

securities’

respective

local

market

closes

and

the

close

of

the

U.S.

market.

Level

3

-

Significant

unobservable

inputs

(including

the

Fund’s

own

assumptions

in

determining

the

fair

value

of

investments).

The

aggregate

value

by

input

level,

as

of

September

30,

2020,

for

the

Fund’s

investments

is

included

at

the

end

of

the

Fund’s

Schedule

of

Investments.

Security

Transactions,

Investment

Income

and

Realized

Gain

and

Loss

–

Investment

transactions

are

accounted

for

on

the

trade

date.

Dividend

income

is

recorded

on

the

ex-dividend

date.

Income

and

capital

gains

on

some

foreign

securities

may

be

subject

to

foreign

withholding

taxes,

which

are

accrued

as

applicable.

Interest

income

is

recorded

on

an

accrual

basis.

Premium

is

amortized

to

the

next

call

date

above

par

and

discount

is

accreted

to

maturity

using

the

effective

interest

method.

Identified

cost

of

investments

sold

is

used

to

determine

the

gain

and

loss

for

both

financial

statement

and

federal

income

tax

purposes.

Foreign

Currency

Translations

–

Foreign

currency

amounts

are

translated

into

U.S.

dollars

as

follows:

(1)

assets

and

liabilities

at

the

rate

of

exchange

at

the

end

of

the

respective

period;

and

(2)

purchases

and

sales

of

securities

and

income

and

expenses

at

the

rate

of

exchange

prevailing

on

the

dates

of

such

transactions.

The

portion

of

the

results

of

operations

arising

from

changes

in

the

exchange

rates

and

the

portion

due

to

fluctuations

arising

from

changes

in

the

market

prices

of

securities

are

not

isolated.

Such

fluctuations

are

included

with

the

net

realized

and

unrealized

gain

or

loss

on

investments.

Foreign

Currency

Transactions

–

The

Fund

may

enter

into

transactions

to

purchase

or

sell

foreign

currency

contracts

and

options

on

foreign

currency.

Forward

currency

contracts

are

agreements

to

exchange

one

currency

for

another

at

a

future

date

and

at

a

specified

price.

A

fund

may

use

forward

currency

contracts

to

facilitate

transactions

in

foreign

securities,

to

manage

a

fund’s

foreign

currency

exposure

and

to

protect

the

U.S.

dollar

value

of

its

underlying

portfolio

securities

against

the

effect

of

possible

adverse

movements

in

foreign

exchange

rates.

These

contracts

are

intrinsically

valued

daily

based

on

forward

rates,

and

a

fund’s

net

equity

therein,

representing

unrealized

gain

or

loss

on

the

contracts

as

measured

by

the

difference

between

the

forward

foreign

exchange

rates

at

the

dates

of

entry

into

the

contracts

and

the

forward

rates

at

the

reporting

date,

is

recorded

as

a

component

of

NAV.

These

instruments

involve

market

risk,

credit

risk,

or

both

kinds

of

risks,

in

excess

of

the

amount

recognized

in

the

Statements

of

Assets

and

Liabilities.

Risks

arise

from

the

possible

inability

of

counterparties

to

meet

the

terms

of

their

contracts

and

from

movement

in

currency

and

securities

values

and

interest

rates.

Due

to

the

risks

associated

with

these

transactions,

a

fund

could

incur

losses

up

to

the

entire

contract

amount,

which

may

exceed

the

net

unrealized

value

included

in

its

NAV.

The

values

of

each

individual

forward

currency

contract

outstanding

as

of

September

30,

2020,

are

disclosed

in

the

Fund’s

Schedule

of

Investments.

Futures

Contracts

–

The

Fund

may

purchase

futures

contracts

to

gain

exposure

to

market

changes,

which

may

be

more

efficient

or

cost

effective

than

actually

buying

the

securities.

A

futures

contract

is

an

agreement

between

parties

to

buy

or

sell

a

security

at

a

set

price

on

a

future

date.

Upon

entering

into

such

a

contract,

a

fund

is

required

to

pledge

to

the

broker

an

amount

of

cash,

U.S.

Government

obligations

or

other

high-quality

debt

securities

equal

to

the

minimum

“initial

margin”

requirements

of

the

exchange

on

which

the

futures

contract

is

traded.

Pursuant

to

the

contract,

the

fund

agrees

to

receive

from

or

pay

to

the

broker

an

amount

of

cash

equal

to

the

daily

fluctuation

in

the

value

of

the

contract.

Such

receipts

or

payments

are

known

as

“variation

margin”

and

are

recorded

by

the

fund

as

unrealized

gains

or

losses.

When

the

contract

is

closed,

the

fund

records

a

realized

gain

or

loss

equal

to

the

difference

between

the

value

of

the

contract

at

the

time

it

was

opened

and

value

at

the

time

it

was

closed.

Risks

of

entering

into

futures

contracts

include

the

possibility

that

there

may

be

an

illiquid

market

and

that

a

change

in

the

value

of

the

contract

may

not

correlate

with

changes

in

the

value

of

the

underlying

securities.

Distributions

to

Shareholders

–

Distributions

to

shareholders

of

net

investment

income,

if

any,

are

declared

and

paid

quarterly.

Distributions

to

shareholders

of

net

capital

gains

and

foreign

currency

gains,

if

any,

are

declared

and

paid

at

least

annually.

Distributions

to

shareholders

are

recorded

on

the

ex-dividend

date.

Distributions

are

based

on

amounts

calculated

in

accordance

with

applicable

federal

income

tax

regulations,

which

may

differ

from

GAAP.

These

differences

are

due

primarily

to

differing

treatments

of

income

and

gain

on

various

investment

securities

held

by

the

Fund,

timing

differences

and

differing

characterizations

of

distributions

made

by

the

Fund.

Federal

Taxes

–

The

Fund

intends

to

continue

to

qualify

each

year

as

a

regulated

investment

company

under

Subchapter

M

of

Chapter

1,

Subtitle

A,

of

the

Internal

Revenue

Code

of

1986,

as

amended

(“Code”),

and

to

distribute

all

of

its

taxable

income

to

shareholders.

In

addition,

by

distributing

in

each

calendar

year

substantially

all

of

its

net

investment

income

and

capital

gains,

if

any,

the

Fund

will

not

10

be

subject

to

a

federal

excise

tax.

Therefore,

no

federal

income

or

excise

tax

provision

is

required.

The

Fund

files

a

U.S.

federal

income

and

excise

tax

return

as

required.

The

Fund’s

federal

income

tax

returns

are

subject

to

examination

by

the

Internal

Revenue

Service

for

a

period

of

three

fiscal

years

after

they

are

filed.

As

of

September

30,

2020,

there

are

no

uncertain

tax

positions

that

would

require

financial

statement

recognition,

de-recognition

or

disclosure.

Income

and

Expense

Allocation

–

The

Trust

accounts

separately

for

the

assets,

liabilities

and

operations

of

each

of

its

investment

portfolios.

Expenses

that

are

directly

attributable

to

more

than

one

investment

portfolio

are

allocated

among

the

respective

investment

portfolios

in

an

equitable

manner.

The

Fund's

class-specific

expenses

are

charged

to

the

operations

of

that

class

of

shares.

Income

and

expenses

(other

than

expenses

attributable

to

a

specific

class)

and

realized

and

unrealized

gains

or

losses

on

investments

are

allocated

to

each

class

of

shares

based

on

the

class’

respective

net

assets

to

the

total

net

assets

of

the

Fund.

Commitments

and

Contingencies

–

In

the

normal

course

of

business,

the

Fund

enters

into

contracts

that

provide

general

indemnifications

by

the

Fund

to

the

counterparty

to

the

contract.

The

Fund’s

maximum

exposure

under

these

arrangements

is

dependent

on

future

claims

that

may

be

made

against

the

Fund

and,

therefore,

cannot

be

estimated;

however,

based

on

experience,

the

risk

of

loss

from

such

claims

is

considered

remote.

The

Fund

has

determined

that

none

of

these

arrangements

requires

disclosure

on

the

Fund’s

balance

sheet.

Fees

and

Expenses

Investment

Adviser

–

Merk

Investments

LLC

is

the

investment

adviser

to

the

Fund.

Pursuant

to

an

investment

advisory

agreement,

the

Adviser

receives

an

advisory

fee

from

the

Fund

at

an

annual

rate

of

1.00%

of

the

Fund’s

average

daily

net

assets.

Under

the

terms

of

the

Investment

Advisory

Agreement

for

the

Fund,

the

Adviser

is

obligated

to

pay

all

expenses

of

the

Fund

except

Board-approved

shareholder

servicing

fees,

borrowing

costs,

taxes,

brokerage

costs,

commissions,

and

extraordinary

and

non-recurring

expenses

and

expenses

that

the

Fund

is

authorized

to

pay

under

Rule

12b-1.

Distribution

–

Foreside

Fund

Services,

LLC

serves

as

the

Fund’s

distributor

(the

“Distributor”).

The

Fund

has

adopted

a

Distribution

Plan

(the

“Plan”)

for

Investor

Shares

in

accordance

with

Rule

12b-1

of

the

Act.

Under

the

Plan,

the

Fund

pays

the

Distributor

and/or

any

other

entity

as

authorized

by

the

Board

a

fee

of

up

to

0.25%

of

the

average

daily

net

assets

of

Investor

Shares.

The

Distributor

is

not

affiliated

with

the

Adviser

or

Atlantic

Fund

Administration,

LLC,

a

wholly

owned

subsidiary

of

Apex

US

Holdings,

LLC

(d/b/a

Apex

Fund

Services)

(“Apex”)

or

their

affiliates.

Other

Service

Providers

–

Apex

provides

fund

accounting,

fund

administration,

compliance

and

transfer

agency

services

to

the

Fund.

Apex

also

provides

certain

shareholder

report

production

and

EDGAR

conversion

and

filing

services.

Apex

provides

a

Principal

Executive

Officer,

a

Principal

Financial

Officer,

a

Chief

Compliance

Officer

and

an

Anti-Money

Laundering

Officer

to

the

Fund,

as

well

as

certain

additional

compliance

support

functions.

Trustees

and

Officers

–

The

Trust

pays

each

independent

Trustee

an

annual

retainer

of

$31,000

for

services

to

the

Trust

($41,000

for

the

Chairman).

The

Audit

Committee

Chairman

receives

an

additional

$2,000

annually.

The

Trustees

and

Chairman

may

receive

additional

fees

for

special

Board

meetings.

Each

Trustee

is

also

reimbursed

for

all

reasonable

out-of-pocket

expenses

incurred

in

connection

with

his

duties

as

a

Trustee,

including

travel

and

related

expenses

incurred

in

attending

Board

meetings.

Certain

officers

of

the

Trust

are

also

officers

or

employees

of

the

above

named

service

providers,

and

during

their

terms

of

office

received

no

compensation

from

the

Fund.

Pursuant

to

the

terms

of

the

investment

advisory

agreement,

the

Trustees'

fees

attributable

to

the

Fund

are

paid

by

the

Adviser.

Fees

Waived

During

the

fiscal

period,

the

Fund

invested

in

VanEck

Merk

Gold

Trust

ETF,

an

exchange

traded

product

sponsored

by

the

Adviser.

As

of

September

30,

2020

,

the

Fund

owned

approximately

0.74%

of

VanEck

Merk

Gold

Trust

ETF.

The

Adviser

has

agreed

to

waive

fees

in

an

amount

equal

to

the

fee

it

receives

from

VanEck

Merk

Gold

Trust

ETF

based

on

the

Fund’s

investment

in

VanEck

Merk

Gold

Trust

ETF

(NYSE:OUNZ).

For

the

period

ended

September

30,

2020

,

the

Adviser

waived

fees

of

$7,604

for

the

Fund.

11

Security

Transactions

The

cost

of

purchases

and

proceeds

from

sales

of

investment

securities

(including

maturities),

other

than

short-term

investments

during

the

period

ended

September

30,

2020

,

were

as

follows:

Summary

of

Derivative

Activity

The

volume

of

open

derivative

positions

may

vary

on

a

daily

basis

as

the

Fund

transacts

derivative

contracts

in

order

to

achieve

the

exposure

desired

by

the

Adviser.

The

total

notional

value

of

activity

for

the

period

ended

September

30,

2020

for

any

derivative

type

that

was

held

during

the

period

is

as

follows:

The

Fund’s

use

of

derivatives

during

the

period

ended

September

30,

2020

,

was

limited

to

forward

currency

contracts.

Following

is

a

summary

of

the

effect

of

derivatives

on

the

Statements

of

Assets

and

Liabilities

for

the

Fund

as

of

September

30,

2020

:

Realized

and

unrealized

gains

and

losses

on

derivatives

contracts

during

the

period

ended

September

30,

2020,

by

the

Fund

are

recorded

in

the

following

locations

on

the

Statements

of

Operations:

Asset

(Liability)

amounts

shown

in

the

table

below

represent

amounts

for

derivative

related

investments

for

the

Fund

at

September

30,

2020

.

These

amounts

may

be

collateralized

by

cash

or

financial

instruments.

Federal

Income

Tax

As

of

September

30,

2020

,

the

cost

for

federal

income

tax

purposes

is

substantially

the

same

as

for

financial

statement

purposes

and

the

components

of

net

unrealized

appreciation

was

as

follows:

Purchases

Sales

$

13,644,248‌

$

18,048,154‌

Forward

Currency

Contracts

$

452,663,833‌

Location:

Currency

Contracts

Asset

derivatives:

Unrealized

gain

on

forward

currency

contracts

$

55,827‌

Liability

derivatives:

Unrealized

loss

on

forward

currency

contracts

$

(

39,512‌

)

Location:

Currency

Contracts

Net

realized

loss

on:

Foreign

currency

transactions

$

324,856‌

Net

change

in

unrealized

appreciation

on:

Foreign

currency

translations

$

(123,241‌)

Gross

Asset

(Liability)

as

Presented

in

the

Statements

of

Assets

and

Liabilities

Financial

Instruments

(Received)

Pledged*

Cash

Collateral

(Received)

Pledged*

Net

Amount

Assets:

Over-the-counter

derivatives**

$

55,827‌

$

–‌

$

–‌

$

55,827‌

Liabilities:

Over-the-counter

derivatives**

$

(39,512‌

)

$

39,512‌

$

–‌

$

–‌

*

The

actual

financial

instruments

and

cash

collateral

(received)

pledged

may

be

in

excess

of

the

amounts

shown

in

the

table.

The

table

only

reflects

collateral

amounts

up

to

the

amount

of

the

financial

instrument

disclosed

on

the

Statement

of

Assets

and

Liabilities.

**

Over-the-counter

derivatives

may

consist

of

forward

currency

contracts.

The

amounts

disclosed

above

represent

the

exposure

to

one

or

more

counterparties.

For

further

detail

on

individual

derivative

contracts

and

the

corresponding

unrealized

appreciation

(depreciation),

see

the

Schedule

of

Investments.

Gross

Unrealized

Appreciation

$

2,658,552‌

Gross

Unrealized

Depreciation

(357,489‌)

Net

Unrealized

Appreciation

$

2,301,063‌

12

As

of

March

31,

2020

,

distributable

earnings

(accumulated

loss)

on

a

tax

basis

were

as

follows:

The

difference

between

components

of

distributable

earnings

on

a

tax

basis

and

the

amounts

reflected

in

the

Statements

of

Assets

and

Liabilities

are

primarily

due

to

grantor

trust

adjustments,

forward

contracts

and

wash

sales.

For

tax

purposes,

the

prior

year

deferred

late

year

ordinary

loss

was

$1,303,195

(realized

during

the

period

November

1,

2019

through

March

31,

2020

).

This

loss

was

recognized

for

tax

purposes

on

the

first

business

day

of

the

Fund’s

current

fiscal

year,

April

1,

2020

.

As

of

March

31,

2020

,

the

Funds

had

$522,124

short

term

capital

loss

carryforwards

and

$8,832,364

available

in

long

term

capital

loss

carry

forwards

that

have

no

expiration

date.

Underlying

Investments

in

Other

Pooled

Investment

Vehicles

The

Fund

currently

invests

a

portion

of

its

assets

in

the

VanEck

Merk

Gold

Trust

ETF.

The

Fund

may

eliminate

its

investments

at

any

time

if

the

Adviser

determines

that

it

is

in

the

best

interest

of

the

Fund

and

its

shareholders.

The

performance

of

the

Fund

may

be

directly

affected

by

the

performance

of

the

VanEck

Merk

Gold

Trust

ETF.

The

financial

statements

of

the

VanEck

Merk

Gold

Trust

ETF,

including

the

schedule

of

investments,

can

be

found

at

the

Merk

Funds

website

www.merkfunds.

com

,

or

the

Securities

and

Exchange

Commission’s

website

www.sec.gov

and

should

be

read

in

conjunction

with

the

Fund’s

financial

statements.

As

of

September

30,

2020

the

percentage

of

the

Fund’s

net

assets

invested

in

the

VanEck

Merk

Gold

Trust

ETF

was

5.1%

.

Subsequent

Events

The

global

outbreak

of

the

COVID-19

virus

has

caused

negative

effects

on

many

companies,

sectors,

countries,

regions,

and

financial

markets

in

general,

and

uncertainty

exists

as

to

its

long-term

implications.

The

effects

of

the

pandemic

may

adversely

impact

the

Fund's

assets

and

performance.

The

financial

statements

do

not

include

any

adjustments

that

might

result

from

the

outcome

of

this

uncertainty.

Capital

and

Other

Losses

Unrealized

Depreciation

Total

$

(10,657,683‌)

$

(3,430,925‌)

$

(14,088,608‌)

13

13

Investment

Advisory

Agreement

Approval

At

the

June

23,

2020

Board

meeting,

the

Board,

including

the

Independent

Trustees,

considered

the

approval

of

the

continuance

of

the

investment

advisory

agreement

between

the

Adviser

and

the

Trust

pertaining

to

the

Fund

(the

“Advisory

Agreement”).

In

preparation

for

its

deliberations,

the

Board

requested

and

reviewed

written

responses

from

the

Adviser

to

a

due

diligence

questionnaire

circulated

on

the

Board's

behalf

concerning

the

services

provided

by

the

Adviser.

The

Board

also

discussed

the

materials

with

Fund

counsel

and,

as

necessary,

with

the

Trust's

administrator.

During

its

deliberations,

the

Board

received

an

oral

presentation

from

the

Adviser,

and

was

assisted

by

the

advice

of

Trustee

counsel.

At

the

meeting,

the

Board

reviewed,

among

other

matters:

(1)

the

nature,

extent

and

quality

of

the

services

provided

to

the

Fund

by

the

Adviser,

including

information

on

the

investment

performance

of

the

Fund;

(2)

the

costs

of

the

services

provided

and

profitability

to

the

Adviser

of

its

relationship

with

the

Fund;

(3)

the

advisory

fee

and

total

expense

ratio

of

the

Fund

compared

to

those

of

a

relevant

peer

group

of

funds;

(4)

the

extent

to

which

economies

of

scale

may

be

realized

as

the

Fund

grows

and

whether

the

advisory

fee

enables

the

Fund's

investors

to

share

in

the

benefits

of

economies

of

scale;

and

(5)

other

benefits

received

by

the

Adviser

from

its

relationship

with

the

Fund.

In

addition,

the

Board

recognized

that

the

evaluation

process

with

respect

to

the

Adviser

was

an

ongoing

one

and,

in

this

regard,

the

Board

considered

information

provided

by

the

Adviser

at

regularly

scheduled

meetings

during

the

past

year.

Nature,

Extent

and

Quality

of

Services

Based

on

written

materials

received,

a

presentation

from

a

senior

representative

of

the

Adviser

and

a

discussion

with

the

Adviser

about

the

Adviser’s

personnel,

operations

and

financial

condition,

the

Board

considered

the

quality

of

services

provided

by

the

Adviser

under

the

Advisory

Agreement.

In

this

regard,

the

Board

considered

information

regarding

the

experience,

qualifications

and

professional

background

of

the

portfolio

manager

and

other

personnel

at

the

Adviser

with

principal

responsibility

for

the

Fund’s

investments,

as

well

as

the

investment

philosophy

and

decision-making

process

of

the

Adviser

and

the

capability

and

integrity

of

the

Adviser’s

senior

management

and

staff.

The

Board

considered

also

the

adequacy

of

the

Adviser’s

resources.

The

Board

noted

the

Adviser’s

representation

that

the

firm

is

in

stable

financial

condition

and

that

the

firm

has

the

operational

capability,

the

necessary

staffing

and

experience,

and

the

financial

strength

necessary

to

continue

providing

high-quality

investment

advisory

services

to

the

Fund.

Based

on

the

presentation

and

the

materials

provided

by

the

Adviser

in

connection

with

the

Board’s

consideration

of

the

renewal

of

the

Advisory

Agreement,

the

Board

concluded

that,

overall,

it

was

satisfied

with

the

nature,

extent

and

quality

of

services

to

be

provided

to

the

Fund

under

the

Advisory

Agreement.

Performance

In

connection

with

a

presentation

by

the

Adviser

regarding

its

approach

to

managing

the

Fund,

the

Board

reviewed

the

performance

of

the

Fund

compared

to

its

primary

benchmark

index

and

to

a

peer

group

of

funds

identified

by

Broadridge

Financial

Solutions,

Inc.

(“Broadridge”)

as

having

characteristics

similar

to

the

Fund.

The

Board

observed

that

the

Fund

underperformed

its

primary

benchmark

index,

the

JPMorgan

3-Month

Global

Cash

Index,

for

the

one-,

three-,

five-,

and

10-year

periods

ended

March

31,

2020,

and

outperformed

the

benchmark

for

the

period

since

the

Fund’s

inception

on

May

10,

2005.

The

Board

noted

the

Adviser’s

representation

that

the

Fund’s

underperformance

relative

to

its

primary

benchmark

index

during

the

noted

periods

could

be

attributed,

at

least

in

part,

to

the

Fund’s

currency

exposures

compared

to

the

benchmark.

The

Board

also

considered

the

Fund’s

performance

relative

to

its

Broadridge

peer

group.

In

this

regard,

the

Board

noted

the

Adviser’s

representation

that

there

are

important

differences

between

the

investment

strategies

of

the

funds

in

the

Broadridge

peer

group

and

the

Fund,

including

that

the

Fund

focuses

on

currencies

of

the

G-10

and

Singapore,

whereas

certain

Broadridge

peers

focus

more

on

Brazil

and

emerging

market

currencies.

With

that

caveat,

the

Board

noted

that

the

Fund

outperformed

the

median

of

its

Broadridge

peers

for

the

one-,

and

three-year

periods

ended

March

31,

2020

and

underperformed

the

median

of

its

Broadridge

peers

for

the

five-year

period

ended

March

31,

2020.

However,

the

Board

noted

the

Adviser’s

representation

that

the

Fund

is

well-positioned

to

generate

positive

performance

in

an

environment

with

rising

interest

rates

or

a

decline

in

the

value

of

the

U.S.

Dollar.

The

Board

also

noted

the

Adviser’s

representation

that

current

market

factors,

including

a

period

of

quantitative

easing

employed

by

the

U.S.

Federal

Reserve,

were

indicative

of

a

potential

decline

in

the

U.S.

Dollar,

which

should

benefit

the

Fund.

ADDITIONAL

INFORMATION

September

30,

2020

14

Compensation

The

Board

evaluated

the

Adviser’s

compensation

for

providing

advisory

services

to

the

Fund

and

analyzed

comparative

information

on

actual

advisory

fee

rates

and

actual

total

expense

ratios

the

Fund’s

Broadridge

peer

group.

The

Board

observed

that

the

Adviser’s

actual

advisory

fee

rate

and

actual

total

expense

ratios

were

each

higher

than

the

median

of

the

Broadridge

peers.

The

Board

noted,

however,

that

the

Fund

operates

pursuant

to

unified

advisory

fee

agreement.

Under

this

agreement,

the

Adviser

pays

substantially

all

service

provider

fees

in

connection

with

the

management

and

operation

of

the

Fund

(with

certain

exceptions)

from

the

single,

all-inclusive

management

fee.

The

Board

noted

the

Adviser’s

representation

that

the

Broadridge

peer

funds

did

not

employ

unified

fee

structures

and

therefore

a

direct

advisory

fee

comparison

is

not

possible.

Based

on

the

foregoing

and

other

relevant

considerations,

however,

the

Board

concluded

that

the

Adviser’s

advisory

fee

rate

charged

to

the

Fund,

given

the

unified

nature

of

the

fee,

was

within

the

range

of

reasonable

fees.

Cost

of

Services

and

Profitability

The

Board

considered

information

provided

by

the

Adviser

regarding

its

costs

of

services

and

profitability

with

respect

to

the

Fund.

In

this

regard,

the

Board

considered

the

Adviser’s

resources

devoted

to

the

Fund

and

noted

the

Adviser’s

representation

that,

it

does

not

allocate

its

expenses

to

specific

products.

The

Board

noted

the

Adviser’s

representation,

however,

that

administrative

and

compliance

costs

attributable

to

the

Fund

were

believed

to

have

increased

in

recent

years

relative

to

the

Adviser’s

other

advisory

clients.

Based

on

these

and

other

applicable

considerations,

including

the

Adviser’s

discussion

of

the

aggregate

costs

and

profitability

of

the

Adviser’s

mutual

fund

activities,

the

Board

concluded

that

the

Adviser’s

profits

attributable

to

management

of

the

Fund

were

reasonable.

Economies

of

Scale

The

Board

evaluated

whether

the

Fund

would

benefit

from

any

economies

of

scale.

In

this

respect,

the

Board

considered

the

Fund’s

fee

structure,

asset

size,

and

net

expense

ratio,

giving

effect

to

the

Adviser’s

unitary

fee

structure.

The

Board

noted

the

Adviser’s

representation

that

the

Fund

potentially

could

benefit

from

economies

of

scale

in

the

future

as

assets

grow,

but

the

Adviser

was

not

proposing

breakpoints

or

changes

in

fees

at

this

time

in

light

of

the

Fund’s

low

level

of

assets

under

management.

Based

on

the

foregoing

information

and

other

applicable

considerations,

the

Board

concluded

that

the

asset

level

of

the

Fund

was

not

consistent

with

the

existence

of

economies

of

scale

and

that

economies

of

scale

were

not

a

material

factor

in

renewing

the

Advisory

Agreement.

Other

Benefits

The

Board

noted

the

Adviser’s

representation

that,

as

a

result

of

the

Adviser’s

management

of

the

Fund,

it

may

benefit

from

increased

public

exposure,

possibly

leading

to

increased

business

that

is

unrelated

to

the

Fund.

Based

on

the

foregoing

representations,

the

Board

concluded

that

other

benefits

received

by

the

Adviser

from

its

relationship

with

the

Fund

were

not

a

material

factor

to

consider

in

approving

the

Advisory

Agreement.

Conclusion

The

Board

did

not

identify

any

single

factor

as

being

of

paramount

importance,

and

different

Trustees

may

have

given

different

weight

to

different

factors.

The

Board

reviewed

a

memorandum

from

Fund

counsel

discussing

the

legal

standards

applicable

to

its

consideration

of

the

Advisory

Agreement.

Based

on

its

review,

including

consideration

of

each

of

the

factors

referenced

above,

and

its

consideration

of

information

received

throughout

the

year

from

the

Adviser,

the

Board

determined,

in

the

exercise

of

its

business

judgment,

that

the

advisory

arrangement,

as

outlined

in

the

Advisory

Agreement,

was

fair

and

reasonable

in

light

of

the

services

to

be

performed,

expenses

to

be

incurred

and

such

other

matters

as

the

Board

considered

relevant.

Liquidity

Risk

Management

Program

The

Fund

has

adopted

and

implemented

a

written

liquidity

risk

management

program,

as

required

by

Rule

22e-4

(the

“Liquidity

Rule”)

under

the

Investment

Company

Act

of

1940,

as

amended.

The

liquidity

risk

management

program

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration,

among

other

factors,

the

Fund's

investment

strategy

and

the

liquidity

of

the

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

conditions;

its

short

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

funding

sources.

The

Board

approved

the

designation

of

the

Trust’s

Valuation

Committee

as

the

administrator

of

the

liquidity

risk

management

program

(the

“Program

Administrator”).

The

Program

Administrator

is

responsible

for

the

administration

and

oversight

of

the

program

and

for

reporting

to

the

Board

on

at

least

an

annual

basis

regarding,

among

other

things,

the

program’s

operation,

adequacy,

and

effectiveness.

15

The

Program

Administrator

assessed

the

Fund’s

liquidity

risk

profile

based

on

information

gathered

for

the

period

June

1,

2019

through

June

30,

2020

in

order

to

prepare

a

written

report

to

the

Board

for

review

at

its

meeting

held

on

September

11,

2020.

The

Program

Administrator’s

written

report

stated

that:

(i)

the

Fund

is

able

to

meet

redemptions

in

normal

and

reasonably

foreseeable

stressed

conditions

and

without

significant

dilution

of

remaining

shareholders’

interests

in

the

Fund;

(ii)

the

Fund's

strategy

is

appropriate

for

an

open-end

mutual

fund;

(iii)

the

liquidity

classification

determinations

regarding

the

Fund's

portfolio

investments,

which

take

into

account

a

variety

of

factors

and

may

incorporate

analysis

from

one

or

more

third-party

data

vendors,

remained

appropriate;

(iv)

the

Fund

did

not

approach

the

internal

triggers

set

forth

in

the

liquidity

risk

management

program

or

the

regulatory

percentage

limitation

(15%)

on

holdings

in

illiquid

investments;

(v)

it

continues

to

be

appropriate

to

not

set

a

“highly

liquid

investment

minimum”

for

the

Fund

because

the

Fund

primarily

holds

“highly

liquid

investments”;

and

(vi)

the

liquidity

risk

management

program

remains

reasonably

designed

and

adequately

implemented

to

prevent

violations

of

the

Liquidity

Rule.

The

report

also

reviewed

the

changes

to

the

Program

since

its

inception.

No

significant

liquidity

events

impacting

the

Fund

or

proposed

changes

to

the

liquidity

risk

management

program

were

noted

in

the

report.

Proxy

Voting

Information

A

description

of

the

policies

and

procedures

that

the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

securities

held

in

the

Fund’s

portfolio

is

available,

without

charge

and

upon

request,

by

calling

(866)

637-5386

and

on

the

U.S.

Securities

and

Exchange

Commission’s

(the

“SEC”)

website

at

www.sec.gov.

The

Fund’s

proxy

voting

record

for

the

most

recent

twelve-month

period

ended

June

30

is

available,

without

charge

and

upon

request,

by

calling

(866)

637-5386

and

on

the

SEC’s

website

at

www.sec.gov.

Availability

of

Quarterly

Portfolio

Schedules

The

Fund

files

its

complete

schedule

of

portfolio

holdings

with

the

SEC

for

the

first

and

third

quarters

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT

are

available

free

of

charge

on

the

SEC’s

website

at

www.sec.gov.

Shareholder

Expense

Example

As

a

shareholder

of

the

Fund

,

you

incur

ongoing

costs,

including

management

fees,

distribution

and/or

service

(12b-1)

fees

and

other

Fund

expenses.

This

example

is

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

The

example

is

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

April

1,

2020

through

September

30,

2020.

Actual

Expenses

–

The

first

line

under

each

share

class

of

the

table

below

provides

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

in

this

line,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

first

line

under

the

heading

entitled

“Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

the

period.

Hypothetical

Example

for

Comparison

Purposes

–

The

second

line

under

each

share

class

of

the

table

below

provides

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

the

ongoing

costs

of

investing

in

the

Fund

and

other

funds.

To

do

so,

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

the

shareholder

reports

of

other

funds.

Please

note

that

the

expenses

shown

in

the

table

are

meant

to

highlight

your

ongoing

costs

only.

Therefore,

the

second

line

of

the

table

is

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

16

Beginning

Account

Value

April

1,

2020

Ending

Account

Value

September

30,

2020

Expenses

Paid

During

Period*

Annualized

Expense

Ratio*

Investor

Shares

Actual

$

1,000.00‌

$

1,091.55‌

$

6.66‌

1.27‌%

Hypothetical

(5%

return

before

expenses)

$

1,000.00‌

$

1,018.

70‌

$

6.4

3‌

1.27‌%

Institutional

Shares

Actual

$

1,000.00‌

$

1,09

2.40‌

$

5.3

5‌

1.02‌%

Hypothetical

(5%

return

before

expenses)

$

1,000.00‌

$

1,019.9

5‌

$

5.1

6‌

1.02‌%

*

Expenses

are

equal

to

the

Fund’s

annualized

expense

ratio

multiplied

by

the

average

account

value

over

the

period,

multiplied

by

the

number

of

days

in

the

most

recent

fiscal

half-year

(183)

divided

by

365

to

reflect

the

half-year

period.

FOR

MORE

INFORMATION

Merk

Hard

Currency

Fund

®

P.O.

BOX

588

PORTLAND,

ME

04112

208-SAR-0920

INVESTMENT

ADVISER

Merk

Investments

LLC

555

Bryant

Street

#455

Palo

Alto,

CA

94301

www.merkfunds.com

TRANSFER

AGENT

Apex

Fund

Services

P.O.

Box

588

Portland,

ME

04112

www.theapexgroup.com

DISTRIBUTOR

Foreside

Fund

Services,

LLC

Three

Canal

Plaza,

Suite

100

Portland,

ME

04101

www.foreside.com

This

report

is

submitted

for

the

general

information

of

the

shareholders

of

the

Fund.

It

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

an

effective

prospectus,

which

includes

information

regarding

the

Fund’s

risks,

objectives,

fees

and

expenses,

experience

of

its

management

and

other

information.

Beck,

Mack

&

Oliver

LLC

Semi-Annual

Report

September

30,

2020

(Unaudited)

Beck,

Mack

&

Oliver

Partners

Fund

Beck,

Mack

&

Oliver

Partners

Fund

A

MESSAGE

TO

OUR

SHAREHOLDERS

September

30,

2020

1

Dear

Fellow

Shareholder:

The

Beck,

Mack

&

Oliver

Partners

Fund

(the

“Partners

Fund”)

returned

+24.49%

net

of

fees

and

expenses

for

the

six-

month

semi-annual

period

ended

September

30,

2020

(the

“Semi-Annual

Period”),

resulting

in

a

net

asset

value

of

$11.54.

By

comparison,

during

the

Semi-Annual

Period,

the

S&P

500

Index,

which

is

the

Partners

Fund’s

principal

benchmark,

returned

+31.31%.

Performance

Update

After

an

extremely

tumultuous

end

to

the

most

recent

fiscal

year,

the

Partners

Fund’s

performance

rebounded

during

the

Semi-Annual

Period,

though

it

lagged

the

S&P

500

Index,

which

we

believe

is

related

to

a

pronounced

divergence

between

the

performance

of

“value”

and

“growth.”

During

the

Semi-Annual

Period,

the

S&P

500

Growth

Index

generated

a

total

return

of

+41.07%,

while

the

S&P

500

Value

Index

generated

a

total

return

of

+18.57%.

While

value

and

growth

periodically

tend

to

go

in

and

out

of

favor

relative

to

one

other,

the

recent

divergence

between

the

two

has

been

unusually

large.

We

believe

that

a

number

of

factors

have

contributed

to

the

recent

relative

performance

between

value

and

growth.

The

onset

of

the

COVID-19

pandemic

and

the

corresponding

“shutdowns”

catalyzed

a

shift

in

the

market

away

from

more

cyclically

sensitive

businesses

and

towards

those

businesses,

many

of

them

technology-oriented,

that

could

continue

to

grow

in

the

new

shutdown

environment.

To

counter

the

macroeconomic

impact

of

the

pandemic,

the

Federal

Reserve

substantially

reduced

interest

rates

and

expanded

the

size

of

its

balance

sheet

to

unprecedented

levels.

Within

the

equity

market,

much

of

this

newly

created

liquidity

has

been

channeled

into

the

largest

and

most

liquid

securities.

In

addition,

in

present

value

terms,

lower

interest

rates

have

the

greatest

positive

impact

on

“long-duration”

securities—i.e.,

those

whose

expected

future

cash

flows

are

weighted

further

into

the

future.

Finally,

there

has

been

a

noticeable

increase

in

retail

trading

activity,

with

much

of

that

activity

concentrated

in

securities

that

were

already

benefitting

from

the

aforementioned

factors.

Without

hazarding

a

prediction

as

to

when

the

dynamic

between

growth

and

value

might

reverse,

we

would

simply

reiterate

the

historical

observation

that

value

and

growth

have

tended

to

undergo

respective

periods

of

relative

outperformance

and

underperformance.

For

instance,

during

1998-1999

the

S&P

500

Value

Index

underperformed

the

S&P

500

Growth

Index

by

52.99%,

but

during

2000-2006

the

S&P

500

Value

Index

outperformed

the

S&P

500

Growth

Index

by

64.37%.

Our

focus

remains

on

identifying

and

owning

high-quality

businesses

that

are

trading

at

discounts

to

their

intrinsic

value.

Our

interests

remain

aligned

with

yours,

as

every

senior

investment

professional

at

Beck,

Mack

&

Oliver

LLC

personally

owns

shares

of

the

Partners

Fund.

(Performance

data

quoted

represents

past

performance

and

is

no

guarantee

of

future

results.

Current

performance

may

be

lower

or

higher

than

the

performance

data

quoted.

Investment

return

and

principal

value

will

fluctuate

so

that

an

investor’s

shares,

when

redeemed,

may

be

worth

more

or

less

than

original

cost.

For

the

most

recent

month-end

performance,

please

call

(800)

943-6786.)

Beck,

Mack

&

Oliver

Partners

Fund

A

MESSAGE

TO

OUR

SHAREHOLDERS

September

30,

2020

2

Largest

Positive

&

Negative

Contributors

The

table

below

indicates

the

largest

positive

and

negative

contributors

to

investment

performance

as

well

as

the

total

returns

of

the

respective

securities

during

the

Semi-Annual

Period.

1

Largest

Positive

Contributors

As

discussed

in

prior

shareholder

letters,

we

initiated

a

position

in

Advanced

Drainage

Systems

(“ADS”)

towards

the

end

of

the

fiscal

year

ended

March

31,

2019.

Our

investment

thesis

was

predicated

on

ADS’s

large

market

share

in

corrugated

plastic

pipe

for

storm

water

drainage,

the

ongoing

shift

from

concrete

to

plastic

pipe,

opportunities

for

margin

expansion

and

consolidation,

and

a

strong

management

team

and

board

of

directors.

Our

thesis

has

played

out

nicely

to

date

and

we

think

that

ADS

can

be

a

long-term

compounder.

Apollo

Global

Management

(“Apollo”)

and

Microsoft

were

among

the

Partners

Fund’s

largest

positive

contributors

during

the

most

recent

fiscal

year

and

in

fact

Microsoft

has

been

among

the

largest

positive

contributors

in

each

of

the

last

three

consecutive

fiscal

years.

We

believe

that

each

company

continues

to

benefit

from

long-term

tailwinds:

Apollo

is

a

best-in-

class

alternative

asset

manager

and

Microsoft

is

a

premier

enterprise

software

company

with

a

leading

cloud

computing

business.

Largest

Negative

Contributors

Armstrong

World

Industries

(“Armstrong”),

which

makes

ceilings

systems

and

acoustical

solutions

for

commercial

buildings,

has

been

adversely

affected

by

the

disruption

within

commercial

real

estate

as

a

result

of

the

COVID-19

pandemic.

Offices,

retail

stores,

and

schools

are

among

Armstrong’s

largest

end-markets

and

these

property

types

have

come

under

tremendous

pressure,

with

people

working

from

home

and

with

many

businesses

and

schools

either

closed

or

not

operating

at

normal

capacity.

Our

view

is

that

these

headwinds

will

prove

to

be

temporary

and

that

Armstrong’s

solid

financial

condition

provides

a

margin

of

safety

as

the

company

navigates

the

challenging

environment.

1

Total

return

refers

to

the

security’s

total

return

during

the

Semi-Annual

Period.

Contribution

refers

to

the

total

return

of

the

Partners

Fund’s

ownership

within

the

Semi-Annual

Period

multiplied

by

the

percentage

of

the

Partners

Fund’s

net

assets

that

the

security

represents.

Largest

Positive

Contributors

Largest

Negative

Contributors

Position

Contribution

Total

Return

Position

Contribution

Total

Return

Advanced

Drainage

Systems

+2.69%

+112.87%

Armstrong

World

Industries

-0.55%

-12.88%

Apollo

Global

Management

+2.65%

+36.32%

Grifols

-0.25%

-13.85%

Microsoft

+2.36%

+34.06%

Enstar

Group

+0.10%

+1.54%

Beck,

Mack

&

Oliver

Partners

Fund

A

MESSAGE

TO

OUR

SHAREHOLDERS

September

30,

2020

3

Grifols

is

one

of

the

leading

global

providers

of

plasma-derived

therapeutics

and

related

products.

The

company

operates

a

network

of

centers

where

blood

plasma

is

collected

from

donors

and

then

fractionated

into

component

proteins.

Due

to

the

pandemic,

many

centers

were

temporarily

closed

and

donors

were

otherwise

less

likely

to

visit

those

that

remained

opened,

which

resulted

in

lower

overall

collection

volumes

for

the

company.

Collection

volumes

have

begun

to

recover

and

we

expect

volumes

to

grow

meaningfully

in

2021

as

compared

to

2020.

As

such,

we

anticipate

that

the

negative

impact

of

lower

volumes

on

Grifols’s

financial

performance

will

be

short-lived.

Enstar

Group’s

(“Enstar”)

core

business

is

the

acquisition

and

management

of

insurance

liabilities

that

are

in

run-off.

Enstar’s

stock

tends

not

to

trade

in

large

volumes,

is

generally

not

covered

by

sell-side

analysts,

and

therefore

can

deviate

idiosyncratically

from

the

broader

equity

market

for

periods

of

time.

During

the

Semi-Annual

Period,

the

decline

in

interest

rates

likely

put

pressure

on

the

share

price,

but

Enstar

generated

impressive

growth

in

book

value

per

share,

which

we

regard

as

a

useful

proxy

for

the

company’s

intrinsic

value.

In

our

opinioin,

Enstar

represents

a

compelling

risk/reward

at

its

current

valuation

New

&

Exited

Positions

The

table

below

indicates

the

two

new

positions

that

were

initiated

and

the

one

position

that

was

exited

during

the

Semi-

Annual

Period.

Hilton

Worldwide

Holdings

(“Hilton”)

and

Mastercard

had

both

long

been

businesses

that

we

admired

and

would

have

loved

to

own

at

the

right

price.

Amid

the

broad-based

selling

in

the

market

that

occurred

following

the

COVID-19

outbreak,

we

believe

that

we

finally

got

an

opportunity

to

initiate

investments

in

these

two

high-quality

companies

at

attractive

valuations.

Hilton

is

a

large,

global

hotel

franchisor

whereby

it

earns

a

percentage

of

its

franchisees’

revenues

in

exchange

for

access

to

the

company’s

brands,

loyalty

program,

and

technology

systems.

The

company

has

an

asset-light

business

model

with

high

returns

on

capital

and

a

history

of

accretive

capital

allocation.

A

substantial

portion

of

hotels

around

the

world

currently

in

development

are

affiliated

with

Hilton,

which

provides

a

long

runway

for

future

growth.

The

company

has

a

superb

management

team

led

by

CEO

Christopher

Nassetta

and

a

board

led

by

Chairman

Jonathan

Gray,

who

was

previously

the

head

of

real

estate

and

is

currently

the

President

and

Chief

Operating

Officer

of

The

Blackstone

Group.

The

COVID-19

pandemic

has

of

course

had

a

profound

impact

on

travel

and

the

hotel

industry.

We

believe

that

travel

will

eventually

return

to

normal

as

the

pandemic

subsides.

In

the

meantime,

Hilton

has

a

solid

balance

sheet

to

see

it

through

the

current

environment,

and

the

company

could

emerge

in

an

even

stronger

competitive

position

as

weaker

hotel

brands

exit

the

market

or

shrink

their

footprint.

Mastercard

operates

a

global

payment

system

and,

like

Hilton,

generates

consistently

high

returns

on

capital.

The

company

is

benefitting

from

multiple

favorable

secular

trends,

including

an

ongoing

shift

in

payment

type

from

cash

to

credit

and

debit.

Ajay

Banga

has

been

CEO

since

2010

and

will

be

transitioning

to

an

Executive

Chairman

role

at

the

beginning

of

Beck,

Mack

&

Oliver

Partners

Fund

A

MESSAGE

TO

OUR

SHAREHOLDERS

September

30,

2020

4

2021.

Michael

Miebach,

who

has

been

with

the

company

for

approximately

10

years,

will

succeed

Banga

as

CEO

at

that

time.

In

our

opinion,

Banga

and

Miebach

are

both

outstanding

managers

and

we

anticipate

a

great

deal

of

continuity

around

the

management

transition.

The

pandemic

has

had

the

greatest

impact

on

the

company’s

cross-border

volumes,

but

we

expect

those

volumes

to

recover

as

travel

activity

eventually

normalizes.

The

exited

AgroFresh

Solutions

position

refers

to

warrants

that

expired

on

July

31,

2020.

Other

Portfolio

Observations

As

of

the

end

of

the

Semi-Annual

Period,

the

Partners

Fund

held

26

equity

positions,

with

the

10

largest

positions

representing

57.5%

of

net

assets.

This

compares

to

25

equity

positions,

with

the

10

largest

positions

representing

62.2%

of

net

assets,

as

of

March

31,

2020.

As

of

the

end

of

the

Semi-Annual

Period,

the

largest

sector

exposures

were

financials

(30.9%

of

net

assets),

healthcare

(17.4%),

and

communication

services

(16.3%),

and

cash

represented

approximately

1%

of

net

assets.

As

of

the

end

of

the

Semi-Annual

Period,

the

Partners

Fund

had

an

estimated

net

capital

loss

of

approximately

$15.0

million,

or

approximately

$5.31

per

share.

Outlook

&

Conclusion

There

are

several

features

of

the

current

market

environment

that

give

us

pause.

First,

the

broader

market

has

undergone

a

dramatic

rebound

since

March

despite

an

economy

that,

while

recovering,

continues

to

operate

significantly

below

trend.

And

much

of

the

market’s

strength

has

been

concentrated

in

the

largest

and

most

liquid

securities

within

the

technology

sector.

Second,

we

are

witnessing

increasing

examples

of

exuberance,

complacency,

and

moral

hazard.

For

instance,

a

large

number

of

oversubscribed

initial

public

offerings,

in

many

cases

of

unprofitable

companies;

a

record

number

of

newly

formed

special

purpose

acquisition

companies;

a

significant

rise

in

options

trading

activity

by

retail

investors;

insider

selling;

the

perception

of

a

“Fed

put;”

the

consensus

expectation

that

inflation

will

stay

low

for

many

years

despite

record

budget

deficits

and

a

major

shift

within

the

Federal

Reserve’s

inflation-targeting

framework;

and

a

growing

disregard

for

valuation

(including

newfangled

valuation

metrics).

Finally,

there

are

risks

on

the

horizon

that

could

have

an

impact

on

business

and

economic

fundamentals

and/or

investor

sentiment,

the

most

prominent

of

which

include

the

upcoming

U.S.

elections

and

the

future

course

of

the

COVID-19

pandemic.

Nevertheless,

with

respect

to

the

Partner’s

Fund

portfolio,

we

continue

to

have

a

great

deal

of

conviction

that

we

own

high-

quality

businesses

that

are

in

strong

financial

condition

and

backed

by

capable

management

teams.

Some

are

more

cyclically

sensitive

than

others

and

some

are

cheaper

than

others,

but

we

believe

that

in

each

case

the

risk/reward

is

asymmetric

and

that

the

portfolio

as

a

whole

represents

compelling

value.

Beck,

Mack

&

Oliver

Partners

Fund

A

MESSAGE

TO

OUR

SHAREHOLDERS

September

30,

2020

5

Thank

you

for

your

continued

support.

Yours

sincerely,

Appendix:

Historical

Performance

Total

returns

for

the

Partners

Fund

and

the

S&P

500

Index

for

the

periods

ended

September

30,

2020,

were

as

follows:

(Performance

data

quoted

represent

past

performance

and

are

no

guarantee

of

future

results.

Current

performance

may

be

lower

or

higher

than

the

performance

data

quoted.

Investment

return

and

principal

value

will

fluctuate

so

that

an

investor’s

shares,

when

redeemed,

may

be

worth

more

or

less

than

original

cost.

Shares

redeemed

or

exchanged

within

60

days

of

purchase

will

be

charged

a

2.00%

redemption

fee.

As

stated

in

the

current

prospectus,

the

Partners

Fund’s

annual

operating

expense

ratio

(gross)

is

1.80%.

However,

the

Partners

Fund’s

adviser

has

agreed

to

contractually

waive

its

fees

and/or

reimburse

expenses

to

limit

total

operating

expenses

to

1.00%

through

at

least

July

31,

2021;

otherwise

performance

shown

would

have

been

lower.

For

the

most

recent

month-end

performance,

please

call

(800)

943-6786.

Returns

greater

than

one

year

are

annualized.)

*Excludes

performance

prior

to

the

Partners

Fund’s

reorganization

from

a

limited

partnership.

IMPORTANT

RISKS

AND

DISCLOSURE:

There

is

no

assurance

that

the

Partners

Fund

will

achieve

its

investment

objective.

An

investment

in

the

Partners

Fund

is

subject

to

risk,

including

the

possible

loss

of

principal

amount

invested.

The

risks

associated

with

the

Partners

Fund

include:

equity

and

convertible

securities

risk,

foreign

investments

risk,

management

risk,

fixed-income

securities

risk,

non-

investment

grade

securities

risk,

liquidity

risk,

“high

yield

securities”

or

“junk

bonds”

risk,

business

development

company

risk

and

non-diversification

risk.

The

Partners

Fund

may

invest

in

small

and

mid-sized

capitalization

companies

meaning

Robert

C.

Beck

Richard

C.

Fitzgerald

Annualized

Returns

Returns

as

of

09/30/19

Semi-Annual

Period

One

Year

Three

Years

Five

Years

Ten

Years

Since

12/01/2009

Reorg*

Beck

Mack

&

Oliver

Partners

Fund

+24.49%

-1.37%

+1.45%

+5.85%

+6.14%

+6.36%

S&P

500

Index

+31.31%

+15.15%

+12.28%

+14.15%

+13.74%

+13.10%

Beck,

Mack

&

Oliver

Partners

Fund

A

MESSAGE

TO

OUR

SHAREHOLDERS

September

30,

2020

6

that

these

companies

carry

greater

risk

than

is

customarily

associated

with

larger

companies

for

various

reasons

such

as

narrower

markets,

limited

financial

resources

and

less

liquid

stock.

The

S&P

500

Index

is

a

broad-based,

unmanaged

measurement

of

changes

in

stock

market

conditions

based

on

the

average

of

500

widely

held

common

stocks.

The

S&P

500

Growth

Index

is

a

subset

of

the

S&P

500

Index

that

measures

growth

stocks

using

three

factors:

sales

growth

the

ratio

of

earnings

change

to

price

and

momentum.

The

S&P

500

Value

Index

is

a

subset

of

the

S&P

500

Index

that

measure

value

stocks

using

three

factors:

the

ratios

of

book

value,

earnings

and

sales

to

price.

The

total

return

of

the

S&P

500

Index,

S&P

500

Growth

Index,

S&P

500

Value

Index

and

of

the

Partners

Fund

includes

the

reinvestment

of

dividends

and

income.

The

total

return

of

the

Partners

Fund

includes

operating

expenses

that

reduce

returns,

while

the

total

return

of

the

S&P

500

Index,

S&P

500

Growth

Index

and

S&P

500

Value

Index

do

not

include

expenses.

The

Partners

Fund

is

professionally

managed

while

the

S&P

500

Index,

S&P

500

Growth

Index,

S&P

500

Value

Index

are

unmanaged

and

are

not

available

for

investment.

It

is

not

possible

to

invest

directly

in

an

index.

This

letter

may

contain

discussions

about

certain

investments

both

held

and

not

held

in

the

portfolio.

All

current

and

future

holdings

are

subject

to

risk

and

to

change.

The

views

in

this

report

were

those

of

the

Partners

Fund

managers

as

of

September

30,

2020,

and

may

not

reflect

their

views

on

the

date

this

report

is

first

published

or

any

time

thereafter.

These

views

are

intended

to

assist

shareholders

in

understanding

their

investment

in

the

Partners

Fund

and

do

not

constitute

investment

advice.

On

December

1,

2009,

a

limited

partnership

managed

by

the

adviser

reorganized

into

the

Partners

Fund.

The

predecessor

limited

partnership

maintained

an

investment

objective

and

investment

policies

that

were,

in

all

material

respects,

equivalent

to

those

of

the

Partners

Fund.

The

Partners

Fund’s

performance

for

the

periods

before

December

1,

2009

is

that

of

the

limited

partnership

and

includes

the

expenses

of

the

limited

partnership,

which

were

lower

than

the

Partners

Fund’s

current

expenses,

except

for

2008

where

the

expenses

of

the

limited

partnership

were

higher.

The

performance

prior

to

December

1,

2009

is

based

on

calculations

that

are

different

from

the

standardized

method

of

calculations

by

the

SEC.

If

the

limited

partnership’s

performance

had

been

readjusted

to

reflect

the

estimated

expenses

of

the

Partners

Fund

for

its

first

fiscal

year,

the

performance

would

have

been

lower.

The

limited

partnership

was

not

registered

under

the

Investment

Company

Act

of

1940

(“1940

Act”)

and

was

not

subject

to

certain

investment

limitations,

diversification

requirements,

and

other

restrictions

imposed

by

the

1940

Act

and

the

Internal

Revenue

Code

of

1986,

which,

if

applicable,

may

have

adversely

affected

its

performance.

Fund

holdings

and

sector

allocations

are

subject

to

change

and

should

not

be

considered

a

recommendation

to

buy

or

sell

any

security.

For

a

complete

list

of

fund

holdings,

please

refer

to

the

Schedule

of

Investments

in

this

report.

Beck,

Mack

&

Oliver

Partners

Fund

PERFORMANCE

CHART

AND

ANALYSIS

September

30,

2020

7

The

following

chart

reflects

the

change

in

the

value

of

a

hypothetical

$10,000

investment,

including

reinvested

dividends

and

distributions,

in

Beck,

Mack

&

Oliver

Partners

Fund

(the

“Fund”)

compared

with

the

performance

of

the

benchmark,

S&P

500®

Index

(the

“S&P

500”),

over

the

past

10

fiscal

years.

The

S&P

500

is

a

broad-based

measurement

of

the

U.S.

stock

market

based

on

the

performance

of

500

widely

held

large

capitalization

common

stocks.

The

total

return

of

the

index

includes

the

reinvestment

of

dividends

and

income.

The

total

return

of

the

Fund

includes

operating

expenses

that

reduce

returns,

while

the

total

return

of

the

index

does

not

include

expenses.

The

Fund

is

professionally

managed,

while

the

index

is

unmanaged

and

is

not

available

for

investment.

Comparison

of

a

$10,000

Investment

Beck,

Mack

&

Oliver

Partners

Fund

vs.

S&P

500

Index

Performance

data

quoted

represents

past

performance

and

is

no

guarantee

of

future

results.

Current

performance

may

be

lower

or

higher

than

the

performance

data

quoted.

Investment

return

and

principal

value

will

fluctuate

so

that

shares,

when

redeemed,

may

be

worth

more

or

less

than

original

cost.

As

stated

in

the

Fund’s

prospectus,

the

annual

operating

expense

ratio

(gross)

is

1.80%.

However,

the

Fund’s

adviser has

contractually

agreed

to

waive

its

fee

and/or

reimburse

Fund

expenses

to

limit

Total

Annual

Fund

Operating

Expenses

After

Fee

Waiver

and/or

Expense

Reimbursement

(excluding

all

taxes,

interest,

portfolio

transaction

expenses,

acquired

fund

fees

and

expenses

and

extraordinary

expenses)

to

1.00%,

through

at

least

July

31,

2021

(the

“Expense

Cap”).

The

Expense

Cap

may

be

raised

or

eliminated

only

with

the

consent

of

the

Board

of

Trustees.

During

the

period,

certain

fees

were

waived

and/or

expenses

reimbursed;

otherwise,

returns

would

have

been

lower.

Shares

redeemed

or

exchanged

within

60

days

of

purchase

will

be

charged

a

2.00%

redemption

fee.

The

performance

table

and

graph

do

not

reflect

the

deduction

of

taxes

that

a

shareholder

would

pay

on

Fund

distributions

or

the

redemption

of

Fund

shares.

Returns

greater

than

one

year

are

annualized.

For

the

most

recent

month-end

performance,

please

call

(800)

943-6786.

Average

Annual

Total

Returns

Periods

Ended

September

30,

2020

One

Year

Five

Year

Ten

Year

Beck,

Mack

&

Oliver

Partners

Fund

-1.37%

5.85%

6.14%

S&P

500®

Index

15.15%

14.15%

13.74%

Beck,

Mack

&

Oliver

Partners

Fund

PORTFOLIO

PROFILE

September

30,

2020

8

PORTFOLIO

HOLDINGS

%

of

Total

Investments

Beck,

Mack

&

Oliver

Partners

Fund

SCHEDULE

OF

INVESTMENTS

September

30,

2020

9

See

Notes

to

Financial

Statements.

The

following

is

a

summary

of

the

inputs

used

to

value

the

Fund's investments

as

of

September

30,

2020. 

The

inputs

or

methodology

used

for

valuing

securities

are

not

necessarily

an

indication

of

the

risks

associated

with

investing

in

those

securities.

For

more

information

on

valuation

inputs,

and

their

aggregation

into

the

levels

used

in

the

table

below,

please

refer

to

the

Security

Valuation

section

in

Note

2

of

the

accompanying

Notes

to

Financial

Statements.

The

Level

1

value

displayed

in

this

table

includes

Common

Stock.

Refer

to

this

Schedule

of

Investments

for

a

further

breakout

of

each

security

by

industry.

Shares

Security

Description

Value

Common

Stock

-

98.8%

Communication

Services

-

16.3%

1,500‌

Alphabet,

Inc.,

Class C 

(a)

$

2,204,400‌

176,000‌

CenturyLink,

Inc.

1,775,840‌

68,000‌

Discovery,

Inc.,

Class C 

(a)

1,332,800‌

5,313,040‌

Consumer

Discretionary

-

1.6%

6,000‌

Hilton

Worldwide

Holdings,

Inc.

511,920‌

Energy

-

5.7%

70,000‌

Enterprise

Products

Partners

LP

1,105,300‌

90,000‌

Matador

Resources

Co. 

(a)

743,400‌

1,848,700‌

Financials

-

30.9%

51,000‌

Apollo

Global

Management,

Inc.

2,282,250‌

4,500‌

Credit

Acceptance

Corp. 

(a)

1,523,880‌

11,500‌

Enstar

Group,

Ltd. 

(a)

1,857,250‌

16,000‌

JPMorgan

Chase

&

Co.

1,540,320‌

45,000‌

The

Blackstone

Group,

Inc.,

Class A

2,349,000‌

15,000‌

The

Charles

Schwab

Corp.

543,450‌

10,096,150‌

Health

Care

-

17.4%

6,000‌

Abbott

Laboratories

652,980‌

28,000‌

Grifols

SA,

ADR

485,800‌

9,000‌

Laboratory

Corp.

of

America

Holdings 

(a)

1,694,430‌

65,000‌

RadNet,

Inc. 

(a)

997,750‌

130,000‌

Teva

Pharmaceutical

Industries,

Ltd.,

ADR 

(a)

1,171,300‌

3,500‌

Waters

Corp. 

(a)

684,880‌

5,687,140‌

Industrials

-

13.6%

21,000‌

Advanced

Drainage

Systems,

Inc.

1,311,240‌

17,000‌

Armstrong

World

Industries,

Inc.

1,169,770‌

18,000‌

Ashtead

Group

PLC

643,320‌

21,000‌

Westinghouse

Air

Brake

Technologies

Corp.

1,299,480‌

4,423,810‌

Information

Technology

-

10.5%

215,000‌

BlackBerry,

Ltd. 

(a)

986,850‌

700‌

Mastercard,

Inc.,

Class A

236,719‌

10,500‌

Microsoft

Corp.

2,208,465‌

3,432,034‌

Materials

-

2.8%

1,300‌

The

Sherwin-Williams

Co.

905,762‌

Total

Common

Stock

(Cost

$26,853,371)

32,218,556‌

Investments,

at

value

-

98.8%

(Cost

$26,853,371)

$

32,218,556‌

Other

Assets

&

Liabilities,

Net

-

1.2%

387,052‌

Net

Assets

-

100.0%

$

32,605,608‌

ADR

American

Depositary

Receipt

LP

Limited

Partnership

PLC

Public

Limited

Company

(a)

Non-income

producing

security.

Valuation

Inputs

Investments

in

Securities

Level

1

-

Quoted

Prices

$

32,218,556‌

Level

2

-

Other

Significant

Observable

Inputs

–‌

Level

3

-

Significant

Unobservable

Inputs

–‌

Total

$

32,218,556‌

Beck,

Mack

&

Oliver

Partners

Fund

STATEMENT

OF

ASSETS

AND

LIABILITIES

September

30,

2020

10

See

Notes

to

Financial

Statements.

*

Shares

redeemed

or

exchanged

within

60

days

of

purchase

are

charged

a

2.00%

redemption

fee.

ASSETS

Investments,

at

value

(Cost

$26,853,371)

$

32,218,556‌

Cash

339,170‌

Receivables:

Investment

securities

sold

62,566‌

Dividends

and

interest

1,257‌

Prepaid

expenses

12,636‌

Total

Assets

32,634,185‌

LIABILITIES

Accrued

Liabilities:

Investment

adviser

fees

3,383‌

Fund

services

fees

12,711‌

Other

expenses

12,483‌

Total

Liabilities

28,577‌

NET

ASSETS

$

32,605,608‌

COMPONENTS

OF

NET

ASSETS

Paid-in

capital

$

41,512,829‌

Distributable

earnings

(8,907,221‌)

NET

ASSETS

$

32,605,608‌

SHARES

OF

BENEFICIAL

INTEREST

AT

NO

PAR

VALUE

(UNLIMITED

SHARES

AUTHORIZED)

2,825,273‌

NET

ASSET

VALUE,

OFFERING

AND

REDEMPTION

PRICE

PER

SHARE*

$

11.54‌

Beck,

Mack

&

Oliver

Partners

Fund

STATEMENT

OF

OPERATIONS

For

The

Six

Months

Ended

September

30,

2020

11

See

Notes

to

Financial

Statements.

INVESTMENT

INCOME

Dividend

income

(Net

of

foreign

withholding

taxes

of

$481)

$

329,793‌

Interest

income

175‌

Total

Investment

Income

329,968‌

EXPENSES

Investment

adviser

fees

164,865‌

Fund

services

fees

87,856‌

Custodian

fees

4,897‌

Registration

fees

10,286‌

Professional

fees

19,621‌

Trustees'

fees

and

expenses

2,057‌

Other

expenses

24,372‌

Total

Expenses

313,954‌

Fees

waived

(149,089‌)

Net

Expenses

164,865‌

NET

INVESTMENT

INCOME

165,103‌

NET

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

Net

realized

gain

(loss)

on:

Investments

1,133,945‌

Foreign

currency

transactions

(132‌)

Net

realized

gain

1,133,813‌

Net

change

in

unrealized

appreciation

(depreciation)

on

investments

5,399,661‌

NET

REALIZED

AND

UNREALIZED

GAIN

6,533,474‌

INCREASE

IN

NET

ASSETS

RESULTING

FROM

OPERATIONS

$

6,698,577‌

Beck,

Mack

&

Oliver

Partners

Fund

STATEMENTS

OF

CHANGES

IN

NET

ASSETS

12

See

Notes

to

Financial

Statements.

For

the

Six

Months

Ended

September

30,

2020

For

the

Year

Ended

March

31,

2020

OPERATIONS

Net

investment

income

$

165,103‌

$

375,942‌

Net

realized

gain

1,133,813‌

973,106‌

Net

change

in

unrealized

appreciation

(depreciation)

5,399,661‌

(6,886,696‌)

Increase

(Decrease)

in

Net

Assets

Resulting

from

Operations

6,698,577‌

(5,537,648‌)

DISTRIBUTIONS

TO

SHAREHOLDERS

Total

Distributions

Paid

–‌

(169,312‌)

CAPITAL

SHARE

TRANSACTIONS

Sale

of

shares

453,631‌

2,047,266‌

Reinvestment

of

distributions

–‌

155,007‌

Redemption

of

shares

(1,708,377‌)

(6,094,701‌)

Redemption

fees

446‌

1,211‌

Decrease

in

Net

Assets

from

Capital

Share

Transactions

(1,254,300‌)

(3,891,217‌)

Increase

(Decrease)

in

Net

Assets

5,444,277‌

(9,598,177‌)

NET

ASSETS

Beginning

of

Period

27,161,331‌

36,759,508‌

End

of

Period

$

32,605,608‌

$

27,161,331‌

SHARE

TRANSACTIONS

Sale

of

shares

39,531‌

161,470‌

Reinvestment

of

distributions

–‌

11,869‌

Redemption

of

shares

(144,352‌)

(514,573‌)

Decrease

in

Shares

(104,821‌)

(341,234‌)

Beck,

Mack

&

Oliver

Partners

Fund

FINANCIAL

HIGHLIGHTS

13

See

Notes

to

Financial

Statements.

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

each

period

.

For

the

Six

Months

Ended

September

30,

2020

For

the

Years

Ended

March

31,

2020

2019

2018

2017

2016

NET

ASSET

VALUE,

Beginning

of

Period

$

9.27‌

$

11.24‌

$

11.56‌

$

10.26‌

$

8.98‌

$

12.42‌

INVESTMENT

OPERATIONS

Net

investment

income

(a)

0.06‌

0.12‌

0.14‌

0.13‌

0.08‌

0.10‌

Net

realized

and

unrealized

gain

(loss)

2.21‌

(2.03‌)

(0.46‌)

1.18‌

1.30‌

(1.57‌)

Total

from

Investment

Operations

2.27‌

(1.91‌)

(0.32‌)

1.31‌

1.38‌

(1.47‌)

DISTRIBUTIONS

TO

SHAREHOLDERS

FROM

Net

investment

income

–‌

(0.06‌)

–‌

(0.01‌)

(0.10‌)

(0.07‌)

Net

realized

gain

–‌

–‌

–‌

–‌

–‌

(1.90‌)

Total

Distributions

to

Shareholders

–‌

(0.06‌)

–‌

(0.01‌)

(0.10‌)

(1.97‌)

REDEMPTION

FEES(a)

0.00‌(b)

0.00‌(b)

0.00‌(b)

0.00‌(b)

0.00‌(b)

0.00‌(b)

NET

ASSET

VALUE,

End

of

Period

$

11.54‌

$

9.27‌

$

11.24‌

$

11.56‌

$

10.26‌

$

8.98‌

TOTAL

RETURN

24.49‌%(c)

(17.17‌)%

(2.77‌)%

12.77‌%

15.45‌%

(12.05‌)%

RATIOS/

SUPPLEMENTARY

DATA

Net

Assets

at

End

of

Period

(000s

omitted)

$

32,606‌

$

27,161‌

$

36,760‌

$

38,368‌

$

37,769‌

$

34,587‌

Ratios

to

Average

Net

Assets:

Net

investment

income

1.00‌%(d)

1.01‌%

1.19‌%

1.17‌%

0.80‌%

0.87‌%

Net

expenses

1.00‌%(d)

1.00‌%

1.00‌%

1.00‌%

1.00‌%

1.00‌%

Gross

expenses

(e)

1.90‌%(d)

1.80‌%

1.74‌%

1.76‌%

1.81‌%

1.44‌%

PORTFOLIO

TURNOVER

RATE

3‌%(c)

10‌%

17‌%

19‌%

26‌%

50‌%

(a)

Calculated

based

on

average

shares

outstanding

during

each

period.

(b)

Less

than

$0.01

per

share.

(c)

Not

annualized.

(d)

Annualized.

(e)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

Beck,

Mack

&

Oliver

Partners

Fund

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

14

Organization

The

Beck,

Mack

&

Oliver

Partners

Fund

(the

“Fund”)

is

a

non-diversified

portfolio

of

Forum

Funds

(the

“Trust”).

The

Trust

is

a

Delaware

statutory

trust

that

is

registered

as

an

open-end,

management

investment

company

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“Act”).

Under

its

Trust

Instrument,

the

Trust

is

authorized

to

issue

an

unlimited

number

of

the

Fund’s

shares

of

beneficial

interest

without

par

value.

The

Fund

commenced

operations

on

December

1,

2009,

after

it

acquired

the

net

assets

of

BMO

Partners

Fund,

L.P.

(the

“Partnership”),

in

exchange

for

Fund

shares.

The

Partnership

commenced

operations

in

1991.

The

Fund

seeks

long-term

capital

appreciation

with

the

preservation

of

capital.

Summary

of

Significant

Accounting

Policies

The

Fund

is

an

investment

company

and

follows

accounting

and

reporting

guidance

under

Financial

Accounting

Standards

Board

(“FASB”)

Accounting

Standards

Codification

(“ASC”)

Topic

946,

“Financial

Services

–

Investment

Companies.”

These

financial

statements

are

prepared

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States

of

America

(“GAAP”),

which

require

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities,

the

disclosure

of

contingent

liabilities

at

the

date

of

the

financial

statements,

and

the

reported

amounts

of

increases

and

decreases

in

net

assets

from

operations

during

the

fiscal

period.

Actual

amounts

could

differ

from

those

estimates.

The

following

summarizes

the

significant

accounting

policies

of

the

Fund:

Security

Valuation

–

Securities

are

valued

at

market

prices

using

the

last

quoted

trade

or

official

closing

price

from

the

principal

exchange

where

the

security

is

traded,

as

provided

by

independent

pricing

services

on

each

Fund

business

day.

In

the

absence

of

a

last

trade,

securities

are

valued

at

the

mean

of

the

last

bid

and

ask

price

provided

by

the

pricing

service.

Debt

securities

may

be

valued

at

prices

supplied

by

a

fund’s

pricing

agent

based

on

broker

or

dealer

supplied

valuations

or

matrix

pricing,

a

method

of

valuing

securities

by

reference

to

the

value

of

other

securities

with

similar

characteristics

such

as

rating,

interest

rate

and

maturity.

Shares

of

non-exchange

traded

open-end

mutual

funds

are

valued

at

net

asset

value

(“NAV”).

Short-term

investments

that

mature

in

sixty

days

or

less

may

be

valued

at

amortized

cost.

The

Fund

values

its

investments

at

fair

value

pursuant

to

procedures

adopted

by

the

Trust’s

Board

of

Trustees

(the

“Board”)

if

(1)

market

quotations

are

not

readily

available

or

(2)

the

Adviser,

as

defined

in

Note

4,

believes

that

the

values

available

are

unreliable.

The

Trust’s

Valuation

Committee,

as

defined

in

the

Fund’s

registration

statement,

performs

certain

functions

as

they

relate

to

the

administration

and

oversight

of

the

Fund’s

valuation

procedures.

Under

these

procedures,

the

Valuation

Committee

convenes

on

a

regular

and

ad

hoc

basis

to

review

such

investments

and

considers

a

number

of

factors,

including

valuation

methodologies

and

significant

unobservable

inputs,

when

arriving

at

fair

value.

The

Valuation

Committee

may

work

with

the

Adviser

to

provide

valuation

inputs.

In

determining

fair

valuations,

inputs

may

include

market-based

analytics

that

may

consider

related

or

comparable

assets

or

liabilities,

recent

transactions,

market

multiples,

book

values

and

other

relevant

investment

information.

Adviser

inputs

may

include

an

income-based

approach

in

which

the

anticipated

future

cash

flows

of

the

investment

are

discounted

in

determining

fair

value.

Discounts

may

also

be

applied

based

on

the

nature

or

duration

of

any

restrictions

on

the

disposition

of

the

investments.

The

Valuation

Committee

performs

regular

reviews

of

valuation

methodologies,

key

inputs

and

assumptions,

disposition

analysis

and

market

activity.

Beck,

Mack

&

Oliver

Partners

Fund

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

15

Fair

valuation

is

based

on

subjective

factors

and,

as

a

result,

the

fair

value

price

of

an

investment

may

differ

from

the

security’s

market

price

and

may

not

be

the

price

at

which

the

asset

may

be

sold.

Fair

valuation

could

result

in

a

different

NAV

than

a

NAV

determined

by

using

market

quotes.

GAAP

has

a

three-tier

fair

value

hierarchy.

The

basis

of

the

tiers

is

dependent

upon

the

various

“inputs”

used

to

determine

the

value

of

the

Fund’s

investments.

These

inputs

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

-

Quoted

prices

in

active

markets

for

identical

assets

and

liabilities.

Level

2

-

Prices

determined

using

significant

other

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

prepayment

speeds,

credit

risk,

etc.).

Short-term

securities

with

maturities

of

sixty

days

or

less

are

valued

at

amortized

cost,

which

approximates

market

value,

and

are

categorized

as

Level

2

in

the

hierarchy.

Municipal

securities,

long-term

U.S.

government

obligations

and

corporate

debt

securities

are

valued

in

accordance

with

the

evaluated

price

supplied

by

a

pricing

service

and

generally

categorized

as

Level

2

in

the

hierarchy.

Other

securities

that

are

categorized

as

Level

2

in

the

hierarchy

include,

but

are

not

limited

to,

warrants

that

do

not

trade

on

an

exchange,

securities

valued

at

the

mean

between

the

last

reported

bid

and

ask

quotation

and

international

equity

securities

valued

by

an

independent

third

party

with

adjustments

for

changes

in

value

between

the

time

of

the

securities’

respective

local

market

closes

and

the

close

of

the

U.S.

market.

Level

3

-

Significant

unobservable

inputs

(including

the

Fund’s

own

assumptions

in

determining

the

fair

value

of

investments).

The

aggregate

value

by

input

level,

as

of

September

30,

2020,

for

the

Fund’s

investments

is

included

at

the

end

of

the

Fund’s

schedule

of

investments.

Security

Transactions,

Investment

Income

and

Realized

Gain

and

Loss

–

Investment

transactions

are

accounted

for

on

the

trade

date.

Dividend

income

is

recorded

on

the

ex-dividend

date.

Foreign

dividend

income

is

recorded

on

the

ex-

dividend

date

or

as

soon

as

possible

after

determining

the

existence

of

a

dividend

declaration

after

exercising

reasonable

due

diligence.

Income

and

capital

gains

on

some

foreign

securities

may

be

subject

to

foreign

withholding

taxes,

which

are

accrued

as

applicable.

Interest

income

is

recorded

on

an

accrual

basis.

Premium

is

amortized

to

the

next

call

date

above

par

and

discount

is

accreted

to

maturity

using

the

effective

interest

method.

Identified

cost

of

investments

sold

is

used

to

determine

the

gain

and

loss

for

both

financial

statement

and

federal

income

tax

purposes.

Distributions

to

Shareholders

–

The

Fund

declares

any

dividends

from

net

investment

income

and

pays

them

annually.

Any

net

capital

gains

and

net

foreign

currency

gains

realized

by

the

Fund

are

distributed

at

least

annually.

Distributions

to

shareholders

are

recorded

on

the

ex-dividend

date.

Distributions

are

based

on

amounts

calculated

in

accordance

with

applicable

federal

income

tax

regulations,

which

may

differ

from

GAAP.

These

differences

are

due

primarily

to

differing

treatments

of

income

and

gain

on

various

investment

securities

held

by

the

Fund,

timing

differences

and

differing

characterizations

of

distributions

made

by

the

Fund.

Federal

Taxes

–

The

Fund

intends

to

continue

to

qualify

each

year

as

a

regulated

investment

company

under

Subchapter

M

of

Chapter

1,

Subtitle

A,

of

the

Internal

Revenue

Code

of

1986,

as

amended

(“Code”),

and

to

distribute

all

of

its

taxable

income

to

shareholders.

In

addition,

by

distributing

in

each

calendar

year

substantially

all

of

its

net

investment

income

Beck,

Mack

&

Oliver

Partners

Fund

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

16

and

capital

gains,

if

any,

the

Fund

will

not

be

subject

to

a

federal

excise

tax.

Therefore,

no

federal

income

or

excise

tax

provision

is

required.

The

Fund

files

a

U.S.

federal

income

and

excise

tax

return

as

required.

The

Fund’s

federal

income

tax

returns

are

subject

to

examination

by

the

Internal

Revenue

Service

for

a

period

of

three

fiscal

years

after

they

are

filed.

As

of

September

30,

2020,

there

are

no

uncertain

tax

positions

that

would

require

financial

statement

recognition,

de-recognition

or

disclosure.

Income

and

Expense

Allocation

–

The

Trust

accounts

separately

for

the

assets,

liabilities

and

operations

of

each

of

its

investment

portfolios.

Expenses

that

are

directly

attributable

to

more

than

one

investment

portfolio

are

allocated

among

the

respective

investment

portfolios

in

an

equitable

manner.

Redemption

Fees

–

A

shareholder

who

redeems

or

exchanges

shares

within

60

days

of

purchase

will

incur

a

redemption

fee

of

2.00%

of

the

current

NAV

of

shares

redeemed

or

exchanged,

subject

to

certain

limitations.

The

fee

is

charged

for

the

benefit

of

the

remaining

shareholders

and

will

be

paid

to

the

Fund

to

help

offset

transaction

costs.

The

fee

is

accounted

for

as

an

addition

to

paid-in

capital.

The

Fund

reserves

the

right

to

modify

the

terms

of

or

terminate

the

fee

at

any

time.

There

are

limited

exceptions

to

the

imposition

of

the

redemption

fee.

Redemption

fees

incurred

for

the

Fund,

if

any,

are

reflected

on

the

Statements

of

Changes

in

Net

Assets.

Commitments

and

Contingencies

–

In

the

normal

course

of

business,

the

Fund

enters

into

contracts

that

provide

general

indemnifications

by

the

Fund

to

the

counterparty

to

the

contract.

The

Fund’s

maximum

exposure

under

these

arrangements

is

dependent

on

future

claims

that

may

be

made

against

the

Fund

and,

therefore,

cannot

be

estimated;

however,

based

on

experience,

the

risk

of

loss

from

such

claims

is

considered

remote.

The

Fund

has

determined

that

none

of

these

arrangements

requires

disclosure

on

the

Fund’s

balance

sheet.

Cash

–

Concentration

in

Uninsured

Account

For

cash

management

purposes,

the

Fund

may

concentrate

cash

with

the

Fund’s

custodian.

This

typically

results

in

cash

balances

exceeding

the

Federal

Deposit

Insurance

Corporation

(“FDIC”)

insurance

limits.

As

of

September

30,

2020,

the

Fund

had

$89,170

at

MUFG

Union

Bank,

N.A.

that

exceeded

the

FDIC

insurance

limit.

Fees

and

Expenses

Investment

Adviser

–

Beck,

Mack

&

Oliver

LLC

(the

“Adviser”)

is

the

investment

adviser

to

the

Fund.

Pursuant

to

an

investment

advisory

agreement,

the

Adviser

receives

an

advisory

fee,

payable

monthly,

from

the

Fund

at

an

annual

rate

of

1.00%

of

the

Fund’s

average

daily

net

assets.

Distribution

–

Foreside

Fund

Services,

LLC

serves

as

the

Fund’s

distributor

(the

“Distributor”).

The

Fund

does

not

have

a

distribution

(12b-1)

plan;

accordingly,

the

Distributor

does

not

receive

compensation

from

the

Fund

for

its

distribution

services.

The

Adviser

compensates

the

Distributor

directly

for

its

services.

The

Distributor

is

not

affiliated

with

the

Adviser

or

Atlantic

Fund

Administration,

LLC,

a

wholly

owned

subsidiary

of

Apex

US

Holdings,

LLC

(d/b/a

Apex

Fund

Services)

(“Apex”)

or

their

affiliates.

Beck,

Mack

&

Oliver

Partners

Fund

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

17

Other

Service

Providers

–

Apex

provides

fund

accounting,

fund

administration,

compliance

and

transfer

agency

services

to

the

Fund.

The

fees

related

to

these

services

are

included

in

Fund

services

fees

within

the

Statement

of

Operations.

Apex

also

provides

certain

shareholder

report

production

and

EDGAR

conversion

and

filing

services.

Pursuant

to

an

Apex

Services

Agreement,

the

Fund

pays

Apex

customary

fees

for

its

services.

Apex

provides

a

Principal

Executive

Officer,

a

Principal

Financial

Officer,

a

Chief

Compliance

Officer

and

an

Anti-Money

Laundering

Officer

to

the

Fund,

as

well

as

certain

additional

compliance

support

functions.

Trustees

and

Officers

–

The

Trust

pays

each

independent

Trustee

an

annual

retainer

of

$31,000

for

services

to

the

Trust

($41,000

for

the

Chairman).

The

Audit

Committee

Chairman

receives

an

additional

$2,000

annually.

The

Trustees

and

Chairman

may

receive

additional

fees

for

special

Board

meetings.

Each

Trustee

is

also

reimbursed

for

all

reasonable

out-of-

pocket

expenses

incurred

in

connection

with

his

or

her

duties

as

a

Trustee,

including

travel

and

related

expenses

incurred

in

attending

Board

meetings.

The

amount

of

Trustees’

fees

attributable

to

the

Fund

is

disclosed

in

the

Statement

of

Operations.

Certain

officers

of

the

Trust

are

also

officers

or

employees

of

the

above

named

service

providers,

and

during

their

terms

of

office

received

no

compensation

from

the

Fund.

Expense

Reimbursement

and

Fees

Waived

The

Adviser

 has

contractually

agreed

to

waive

its

fee

and/or

reimburse

Fund

expenses

to

limit

Total

Annual

Fund

Operating

Expenses

After

Fee

Waiver

and/or

Expense

Reimbursement

(excluding

all

taxes,

interest,

portfolio

transaction

expenses,

acquired

fund

fees

and

expenses

and

extraordinary

expenses

)

to

1.00%

,

through

at

least

July

31,

2021.

During

the

period

ended

September

30,

2020,

fees

waived

were

$149,089. 

Security

Transactions

The

cost

of

purchases

and

proceeds

from

sales

of

investment

securities

(including

maturities),

other

than

short-term

investments,

during

the

period

ended

September

30,

2020

were

$1,071,151

and

$2,474,554

respectively.

Federal

Income

Tax

As

of

September

30,

2020,

the

cost

of

investments

for

federal

income

tax

purposes

is

substantially

the

same

as

for

financial

statement

purposes and

the

components

of

net

unrealized appreciation were

as

follows:

As

of

March

31,

20

20

,

distributable

earnings

(accumulated

loss)

on

a

tax

basis

were

as

follows:

Gross

Unrealized

Appreciation

$

10,673,980‌

Gross

Unrealized

Depreciation

(5,308,795‌)

Net

Unrealized

Appreciation

$

5,365,185‌

Undistributed

Ordinary

Income

$

226,055‌

Capital

and

Other

Losses

(16,186,633‌)

Net

Unrealized

Appreciation

354,780‌

Total

$

(15,605,798‌)

Beck,

Mack

&

Oliver

Partners

Fund

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

18

The

difference

between

components

of

distributable

earnings

on

a

tax

basis

and

the

amounts

reflected

in

the

Statement

of

Assets

and

Liabilities

are

primarily

due

to

equity

return

of

capital,

partnerships

and

wash

sales.

As

of

March

31,

2020,

the

Fund

has

$4,971,994

of

available

short-term

capital

loss

carryforwards

and

$1

1

,

214

,

639

of

available

long-term

capital

loss

carryforwards

that

have

no

expiration

date.

Subsequent

Events

The

global

outbreak

of

the

COVID-19

virus

has

caused

negative

effects

on

many

companies,

sectors,

countries,

regions,

and

financial

markets

in

general,

and

uncertainty

exists

as

to

its

long-term

implications.

The

effects

of

the

pandemic

may

adversely

impact

the

Fund’s

assets

and

performance.

The

financial

statements

do

not

include

any

adjustments

that

might

result

from

the

outcome

of

this

uncertainty.

Beck,

Mack

&

Oliver

Partners

Fund

ADDITIONAL

INFORMATION

September

30,

2020

19

Liquidity

Risk

Management

Program

The

Fund

has

adopted

and

implemented

a

written

liquidity

risk

management

program,

as

required

by

Rule

22e-4

(the

“Liquidity

Rule”)

under

the

Investment

Company

Act

of

1940,

as

amended.

The

liquidity

risk

management

program

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration,

among

other

factors,

the

Fund’s

investment

strategy

and

the

liquidity

of

the

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

conditions;

its

short

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

funding

sources.

The

Board

approved

the

designation

of

the

Trust’s

Valuation

Committee

as

the

administrator

of

the

liquidity

risk

management

program

(the

“Program

Administrator”).

The

Program

Administrator

is

responsible

for

the

administration

and

oversight

of

the

program

and

for

reporting

to

the

Board

on

at

least

an

annual

basis

regarding,

among

other

things,

the

program’s

operation,

adequacy,

and

effectiveness.

The

Program

Administrator

assessed

the

Fund’s

liquidity

risk

profile

based

on

information

gathered

for

the

period

June

1,

2019

through

June

30,

2020

in

order

to

prepare

a

written

report

to

the

Board

for

review

at

its

meeting

held

on

September

11,

2020.

The

Program

Administrator’s

written

report

stated

that:

(i)

the

Fund

is

able

to

meet

redemptions

in

normal

and

reasonably

foreseeable

stressed

conditions

and

without

significant

dilution

of

remaining

shareholders’

interests

in

the

Fund;

(ii)

the

Fund’s

strategy

is

appropriate

for

an

open-end

mutual

fund;

(iii)

the

liquidity

classification

determinations

regarding

the

Fund’s

portfolio

investments,

which

take

into

account

a

variety

of

factors

and

may

incorporate

analysis

from

one

or

more

third-party

data

vendors,

remained

appropriate;

(iv)

the

Fund

did

not

approach

the

internal

triggers

set

forth

in

the

liquidity

risk

management

program

or

the

regulatory

percentage

limitation

(15%)

on

holdings

in

illiquid

investments;

(v)

it

continues

to

be

appropriate

to

not

set

a

“highly

liquid

investment

minimum”

for

the

Fund

because

the

Fund

primarily

holds

“highly

liquid

investments”;

and

(vi)

the

liquidity

risk

management

program

remains

reasonably

designed

and

adequately

implemented

to

prevent

violations

of

the

Liquidity

Rule.

The

report

also

reviewed

the

changes

to

the

Program

since

its

inception.

No

significant

liquidity

events

impacting

the

Fund

or

proposed

changes

to

the

liquidity

risk

management

program

were

noted

in

the

report.

Proxy

Voting

Information

A

description

of

the

policies

and

procedures

that

the

Fund

uses

to

determine

how

to

vote

proxies

relating

to

securities

held

in

the

Fund’s

portfolio

is

available,

without

charge

and

upon

request,

by

calling

(800)

943-6786

and

on

the

U.S.

Securities

and

Exchange

Commission's

("SEC")

website

at

www.sec.gov.

The

Fund’s

proxy

voting

record

for

the

most

recent

twelve-

month

period

ended

June

30

is

available,

without

charge

and

upon

request,

by

calling

(800)

943-6786

and

on

the

SEC’s

website

at

www.sec.gov.

Availability

of

Quarterly

Portfolio

Schedules

The

Fund

files

its

complete

schedule

of

portfolio

holdings

with

the

SEC

for

the

first

and

third

quarters

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT

are

available

free

of

charge

on

the

SEC’s

website

at

www.sec.gov.

Beck,

Mack

&

Oliver

Partners

Fund

ADDITIONAL

INFORMATION

September

30,

2020

20

Shareholder

Expense

Example

As

a

shareholder

of

the

Fund,

you

incur

two

types

of

costs:

(1)

transaction

costs,

including

redemption

fees

and

exchange

fees,

and

(2)

ongoing

costs,

including

management

fees

and

other

Fund

expenses.

This

example

is

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Fund,

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

The

example

is

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

April

1,

2020

through

September

30,

2020.

Actual

Expenses

–

The

first

line

of

the

table

below

provides

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

in

this

line,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

first

line

under

the

heading

entitled

“Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

the

period.

Hypothetical

Example

for

Comparison

Purposes

–

The

second

line

of

the

table

below

provides

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

the

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

the

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

the

ongoing

costs

of

investing

in

the

Fund

and

other

funds.

To

do

so,

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

the

shareholder

reports

of

other

funds.

Please

note

that

the

expenses

shown

in

the

table

are

meant

to

highlight

your

ongoing

costs

only

and

do

not

reflect

any

transactional

costs,

such

as

redemption

fees

and

exchange

fees.

Therefore,

the

second

line

of

the

table

is

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

Beginning

Account

Value

April

1,

2020

Ending

Account

Value

September

30,

2020

Expenses

Paid

During

Period*

Annualized

Expense

Ratio*

Actual

$

1,000.00

$

1,244.88

$

5.63

1.00%

Hypothetical

(5%

return

before

expenses)

$

1,000.00

$

1,020.05

$

5.06

1.00%

*

Expenses

are

equal

to

the

Fund’s

annualized

expense

ratio

multiplied

by

the

average

account

value

over

the

period,

multiplied

by

the

number

of

days

in

the

most

recent

fiscal

half-year

(183)

divided

by

365

to

reflect

the

half-year

period.

FOR

MORE

INFORMATION

Investment

Adviser

Beck,

Mack

&

Oliver

LLC

565

Fifth

Ave,

19th

Floor

New

York,

NY

10017

www.beckmack.com

Transfer

Agent

Apex

Fund

Services,

LLC

P.O.

Box

588

Portland,

ME

04112

www.theapexgroup.com

Distributor

Foreside

Fund

Services,

LLC

Three

Canal

Plaza,

Suite

100

Portland,

ME

04101

www.foreside.com

Beck,

Mack

&

Oliver

Partners

Fund

P.O.

Box

588

Portland,

ME

04112

(800)

943-6786

www.beckmack.com

This

report

is

submitted

for

the

general

information

of

the

shareholders

of

the

Fund.

It

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

an

effective

prospectus,

which

includes

information

regarding

the

Fund’s

risks,

objectives,

fees

and

expenses,

experience

of

its

management,

and

other

information.

229-SAR-0920

Semi-Annual

Report

September

30,

2020

(Unaudited)

Beginning

on

January

1,

2021,

as

permitted

by

regulations

adopted

by

the

Securities

and

Exchange

Commission,

paper

copies

of

the

Funds’

shareholder

reports

will

no

longer

be

sent

by

mail,

unless

you

specifically

request

paper

copies

of

the

reports

from

the

Funds

or

from

your

financial

intermediary,

such

as

a

broker-dealer

or

bank.

Instead,

the

reports

will

be

made

available

on

a

website,

and

you

will

be

notified

by

mail

each

time

a

report

is

posted

and

provided

with

a

website

link

to

access

the

report.

If

you

already

elected

to

receive

shareholder

reports

electronically,

you

will

not

be

affected

by

this

change

and

you

need

not

take

any

ac-

tion.

You

may

elect

to

receive

shareholder

reports

and

other

communications

from

the

Funds

or

your

financial

intermediary

electronically

by

contacting

the

Funds

at

(888)

992-2765

or

absolute.ta@apexfs.com,

or

by

contacting

your

financial

intermediary

directly.

You

may

elect

to

receive

all

future

reports

in

paper

free

of

charge.

You

can

inform

the

Funds

or

your

financial

intermediary

that

you

wish

to

continue

receiving

paper

copies

of

your

shareholder

reports

by

contacting

the

Funds

at

(888)

992-2765

or

absolute.ta@apexfs.com,

or

by

contacting

your

financial

intermediary

directly.

Your

election

to

receive

reports

in

paper

will

apply

to

all

funds

held

with

Absolute

Funds.

Absolute

Strategies

Fund,

Absolute

Funds,

and

Absolute

Investment

Advisers

are

registered

service

marks.

Other

marks

referred

to

herein

are

the

trademarks,

service

marks

or

registered

trademarks

of

their

respective

owners.

ABSOLUTE

STRATEGIES

FUND

PORTFOLIO

HOLDINGS

SUMMARY

September

30,

2020

4

Absolute

Funds

See

Notes

to

Financial

Statements.

*

Consists

of

deposits

with

the

custodian

and/or

brokers

for

call

options

written,

cash, prepaid

expenses,

receivables,

payables

and

accrued

liabilities.

Deposits

with

the

custodian

and/or

brokers

for

call

options

written represent

11.5%

 of

net

assets.

See

Note

2

of

the

accompanying

Notes

to

Financial

Statements.

Portfolio

Breakdown

(%

of

Net

Assets)

Common

Stock

21.3‌%

Asset

Backed

Obligations

0.3‌%

Investment

Companies

43.3‌%

Money

Market

Fund

23.1‌%

Purchased

Options

1.1‌%

Written

Options

(0.2‌)%

Other

Assets

&

Liabilities,

Net

*

11.1‌%

100.0%

ABSOLUTE

STRATEGIES

FUND

SCHEDULE

OF

INVESTMENTS

September

30,

2020

5

Absolute

Funds

See

Notes

to

Financial

Statements.

Shares

Security

Description

Value

Common

Stock

-

21.3%

Communication

Services

-

0.5%

9,500‌

Comcast

Corp.,

Class A

$

439,470‌

Consumer

Discretionary

-

2.7%

600‌

Graham

Holdings

Co.,

Class B

242,466‌

16,000‌

HD

Supply

Holdings,

Inc. 

(a)

659,840‌

5,000‌

Starbucks

Corp.

429,600‌

6,250‌

The

TJX

Cos.,

Inc.

347,812‌

9,250‌

Unilever

PLC,

ADR

570,540‌

2,250,258‌

Consumer

Staples

-

1.4%

3,470‌

Diageo

PLC,

ADR

477,680‌

9,500‌

Ingredion,

Inc.

718,960‌

1,196,640‌

Energy

-

1.0%

29,500‌

Enbridge,

Inc.

861,400‌

Financials

-

5.0%

975‌

Alleghany

Corp.

507,439‌

9,350‌

Berkshire

Hathaway,

Inc.,

Class B 

(a)

1,990,989‌

1,900‌

Jones

Lang

LaSalle,

Inc.

181,754‌

25,000‌

Loews

Corp.

868,750‌

6,000‌

The

Travelers

Cos.,

Inc.

649,140‌

4,198,072‌

Health

Care

-

1.9%

5,000‌

Medtronic

PLC

519,600‌

21,500‌

Pfizer,

Inc.

789,050‌

900‌

UnitedHealth

Group,

Inc.

280,593‌

1,589,243‌

Industrials

-

0.3%

3,000‌

Expeditors

International

of

Washington,

Inc.

271,560‌

Information

Technology

-

1.9%

11,000‌

Cerner

Corp.

795,190‌

10,000‌

Cisco

Systems,

Inc.

393,900‌

3,500‌

Guidewire

Software,

Inc. 

(a)

364,945‌

1,554,035‌

Materials

-

5.3%

14,810‌

Agnico

Eagle

Mines,

Ltd.

1,179,024‌

37,000‌

Barrick

Gold

Corp.

1,040,070‌

26,833‌

Corteva,

Inc.

773,059‌

20,833‌

DuPont

de

Nemours,

Inc.

1,155,815‌

9,000‌

Pan

American

Silver

Corp.

289,350‌

4,437,318‌

Real

Estate

-

0.8%

23,500‌

Equity

Commonwealth

REIT

625,805‌

Utilities

-

0.5%

5,500‌

Dominion

Energy,

Inc.

434,115‌

Total

Common

Stock

(Cost

$15,441,626)

17,857,916‌

Principal

Security

Description

Rate

Maturity

Value

Asset

Backed

Obligations

-

0.3%

$

35,424‌

Adjustable

Rate

Mortgage

Trust,

Series 2005-12 2A1 

(b)

3.69%

03/25/36

30,506‌

21,211‌

Adjustable

Rate

Mortgage

Trust,

Series 2006-1 3A3 

(b)

3.65 

03/25/36

18,767‌

13,426‌

Banc

of

America

Funding

Corp.,

Series 2006-E 2A1 

(b)

3.44 

06/20/36

12,618‌

18,171‌

Banc

of

America

Funding

Corp.,

Series 2007-E 4A1 

(b)

3.09 

07/20/47

17,417‌

44,676‌

CitiMortgage

Alternative

Loan

Trust,

Series 2006-A7 1A12

6.00 

12/25/36

44,782‌

16,932‌

CitiMortgage

Alternative

Loan

Trust,

Series 2007-A4 1A6

5.75 

04/25/37

16,895‌

16,954‌

Countrywide

Alternative

Loan

Trust,

Series 2005-50CB 1A1

5.50 

11/25/35

16,480‌

21,387‌

Countrywide

Home

Loan

Mortgage

Pass-Through

Trust,

Series 2007-HY5 1A1 

(b)

3.34 

09/25/47

19,303‌

37,265‌

IndyMac

Index

Mortgage

Loan

Trust,

Series 2006-AR25 3A1 

(b)

3.30 

09/25/36

30,140‌

12,583‌

JPMorgan

Mortgage

Trust,

Series 2007-A2 4A1M 

(b)

3.69 

04/25/37

11,434‌

20,183‌

Structured

Adjustable

Rate

Mortgage

Loan

Trust,

Series 2007-3 3A1 

(b)

3.91 

04/25/47

13,472‌

Total

Asset

Backed

Obligations

(Cost

$158,828)

231,814‌

ABSOLUTE

STRATEGIES

FUND

SCHEDULE

OF

INVESTMENTS

September

30,

2020

6

Absolute

Funds

See

Notes

to

Financial

Statements.

Shares

Security

Description

Value

Investment

Companies

-

43.3%

1,203,539‌

Absolute

Capital

Opportunities

Fund 

(c)

$

15,044,238‌

1,902,956‌

Absolute

Convertible

Arbitrage

Fund 

(c)

21,275,052‌

Total

Investment

Companies

(Cost

$31,513,731)

36,319,290‌

Shares

Security

Description

Value

Money

Market

Fund

-

23.1%

19,404,192‌

BlackRock

Liquidity

Funds

T-Fund

Portfolio,

Institutional

Shares,

0.04% 

(d)

(Cost

$19,404,192)

19,404,192‌

Contracts

Security

Description

Strike

Price

Exp.

Date

Notional

Contract

Value

Value

Purchased

Options

-

1.1%

Call

Options

Purchased

-

0.9%

750‌

Alerian

MLP

ETF

$

8.00‌

01/21

$

600,000‌

750‌

250‌

Invesco

QQQ

Trust

ETF

280.00‌

10/20

7,000,000‌

128,625‌

1,000‌

Invesco

QQQ

Trust

ETF

240.00‌

11/20

24,000,000‌

399,000‌

500‌

SPDR

S&P

500

ETF

Trust

340.00‌

10/20

17,000,000‌

174,500‌

1,500‌

SPDR

S&P

500

ETF

Trust

400.00‌

11/20

60,000,000‌

30,000‌

Total

Call

Options

Purchased

(Premiums

Paid

$708,000)

732,875‌

Put

Options

Purchased

-

0.2%

2,000‌

SPDR

S&P

500

ETF

Trust

300.00‌

10/20

60,000,000‌

2,000‌

1,000‌

SPDR

S&P

500

ETF

Trust

290.00‌

11/20

29,000,000‌

161,000‌

Total

Put

Options

Purchased

(Premiums

Paid

$478,857)

163,000‌

Total

Purchased

Options

(Premiums

Paid

$1,186,857)

895,875‌

Investments,

at

value

-

89.1%

(Cost

$67,705,234)

$

74,709,087‌

Total

Written

Options

-

(0.2)%

(Premiums

Received

$(211,451))

(140,000‌)

Other

Assets

&

Liabilities,

Net

-

11.1%

9,254,955‌

Net

Assets

-

100.0%

$

83,824,042‌

ABSOLUTE

STRATEGIES

FUND

SCHEDULE

OF

CALL

OPTIONS

WRITTEN

September

30,

2020

7

Absolute

Funds

See

Notes

to

Financial

Statements.

Contracts

Security

Description

Strike

Price

Exp.

Date

Notional

Contract

Value

Value

Written

Options

-

(0.2)%

Call

Options

Written

-

(0.2)%

(250‌)

Invesco

QQQ

Trust

ETF

$

290.00‌

10/20

$

6,946,000‌

$

(41,000‌)

(1,000‌)

Invesco

QQQ

Trust

ETF

220.00‌

11/20

22,000,000‌

(99,000‌)

Total

Call

Options

Written

(Premiums

Received

$(211,451))

(140,000‌)

Total

Written

Options

-

(0.2)%

(Premiums

Received

$(211,451))

$

(140,000‌)

ABSOLUTE

STRATEGIES

FUND

NOTES

TO

SCHEDULES

OF

INVESTMENTS

AND

CALL

OPTIONS

WRITTEN

September

30,

2020

8

Absolute

Funds

See

Notes

to

Financial

Statements.

At

September

30,

2020

,

the

Fund

held

the

following

exchange

traded

futures

contracts:

Affiliated

investments

are

investments

that

are

managed

by

the

adviser,

and

are

noted

in

the

Absolute

Strategies

Fund’s

Schedule

of

Investments.

Transactions

during

the

period

with

affiliates

were

as

follows:

At

September

30,

2020,

the

value

of

investments

in

affiliated

companies

was

$36,319,290

representing

43.33%

of

net

assets,

and

the

total

cost

was

$31,513,731.

Net

realized

gain

was

$116,489

and

investment

income

was

$24,658.

The

following

is

a

summary

of

the

inputs

used

to

value

the

Fund's investments

and

other

financial

instruments

and

liabilities

as

of

September

30,

2020. 

The

inputs

or

methodology

used

for

valuing

securities

are

not

necessarily

an

indication

of

the

risks

associated

with

investing

in

those

securities.

For

more

information

on

valuation

inputs,

and

their

aggregation

into

the

levels

used

in

the

table

below,

please

refer

to

the

Security

Valuation

section

in

Note

2

of

the

accompanying

Notes

to

Financial

Statements.

ADR

American

Depositary

Receipt

ETF

Exchange

Traded

Fund

MLP

Master

Limited

Partnership

PLC

Public

Limited

Company

REIT

Real

Estate

Investment

Trust

(a)

Non-income

producing

security.

(b)

Variable

rate

security,

the

interest

rate

of

which

adjusts

periodically

based

on

changes

in

current

interest

rates.

Rate

represented

is

as

of

September

30,

2020.

(c)

Affiliated

Company.

(d)

Dividend

yield

changes

daily

to

reflect

current

market

conditions.

Rate

was

the

quoted

yield

as

of

September

30,

2020.

Contracts

Description

Expiration

Date

Notional

Contract

Value

Value

Net

Unrealized

Depreciation

(200‌)

S&P

500

E-mini

Future

12/18/20

$

(33,405,912‌)

$

(33,520,000‌)

$

(114,088‌)

(40‌)

U.S.

10-Year

Note

Future

12/21/20

(5,559,324‌)

(5,581,250‌)

(21,926‌)

(10‌)

U.S.

5-Year

Note

Future

12/31/20

(1,259,051‌)

(1,260,313‌)

(1,262‌)

$

(40,224,287‌)

$

(40,361,563‌)

$

(137,276‌)

Investment

Companies

Absolute

Capital

Opportunities

Fund

Balance

3/31/2020

Gross

Additions

Gross

Reductions

Change

in

Unrealized

Appreciation

Balance

9/30/2020

Realized

Gain

Investment

Income

Shares

1,285,087‌

486‌

(82,034‌)

–‌

1,203,539‌

Cost

$

12,961,989‌

$

5,931‌

$

(883,511‌)

$

–‌

$

12,084,409‌

$

116,489‌

$

5,931‌

Value

15,292,540‌

–‌

–‌

629,278‌

15,044,238‌

Absolute

Convertible

Arbitrage

Fund

Balance

3/31/2020

Gross

Additions

Gross

Reductions

Change

in

Unrealized

Appreciation

Balance

9/30/2020

Realized

Gain

Investment

Income

Shares

1,901,218‌

1,738‌

–‌

–‌

1,902,956‌

Cost

$

19,410,595‌

$

18,727‌

$

–‌

$

–‌

$

19,429,322‌

$

–‌

$

18,727‌

Value

19,620,564‌

–‌

–‌

1,635,761‌

21,275,052‌

Level

1

Level

2

Level

3

Total

Assets

Investments

at

Value

Common

Stock

Communication

Services

$

439,470‌

$

–‌

$

–‌

$

439,470‌

Consumer

Discretionary

2,250,258‌

–‌

–‌

2,250,258‌

Consumer

Staples

1,196,640‌

–‌

–‌

1,196,640‌

Energy

861,400‌

–‌

–‌

861,400‌

Financials

4,198,072‌

–‌

–‌

4,198,072‌

Health

Care

1,589,243‌

–‌

–‌

1,589,243‌

Industrials

271,560‌

–‌

–‌

271,560‌

Information

Technology

1,554,035‌

–‌

–‌

1,554,035‌

Materials

4,437,318‌

–‌

–‌

4,437,318‌

Real

Estate

625,805‌

–‌

–‌

625,805‌

Utilities

434,115‌

–‌

–‌

434,115‌

Asset

Backed

Obligations

–‌

231,814‌

–‌

231,814‌

ABSOLUTE

STRATEGIES

FUND

NOTES

TO

SCHEDULES

OF

INVESTMENTS

AND

CALL

OPTIONS

WRITTEN

September

30,

2020

9

Absolute

Funds

See

Notes

to

Financial

Statements.

* Other

Financial

Instruments

are

derivatives

not

reflected

in

the

Schedule

of

Investments,

such

as

futures,

which

are

valued

at

the

unrealized

appreciation/(depreciation)

and

written

options,

which

are

reported

at

their

market

value at

period

end. 

Level

1

Level

2

Level

3

Total

Investment

Companies

$

36,319,290‌

$

–‌

$

–‌

$

36,319,290‌

Money

Market

Fund

–‌

19,404,192‌

–‌

19,404,192‌

Purchased

Options

764,500‌

131,375‌

–‌

895,875‌

Investments

at

Value

$

54,941,706‌

$

19,767,381‌

$

–‌

$

74,709,087‌

Total

Assets

$

54,941,706‌

$

19,767,381‌

$

–‌

$

74,709,087‌

Liabilities

Other

Financial

Instruments*

Written

Options

(99,000‌)

(41,000‌)

–‌

(140,000‌)

Futures

(137,276‌)

–‌

–‌

(137,276‌)

Total

Other

Financial

Instruments*

$

(236,276‌)

$

(41,000‌)

$

–‌

$

(277,276‌)

Total

Liabilities

$

(236,276‌)

$

(41,000‌)

$

–‌

$

(277,276‌)

ABSOLUTE

CAPITAL

OPPORTUNITIES

FUND

PORTFOLIO

HOLDINGS

SUMMARY

September

30,

2020

10

Absolute

Funds

See

Notes

to

Financial

Statements.

*

Consists

of

deposits

with

the

custodian

and/or

brokers

for

call

and

put

options

written,

cash, prepaid

expenses,

receivables,

payables

and

accrued

liabilities.

Deposits

with

the

custodian

and/or

brokers

for

call

and

put

options

written

represent

5.6% of

net

assets.

See

Note

2

of

the

accompanying

Notes

to

Financial

Statements.

Portfolio

Breakdown

(%

of

Net

Assets)

Common

Stock

49.7‌%

Money

Market

Fund

44.3‌%

Purchased

Options

4.6‌%

Written

Options

(2.2‌)%

Other

Assets

&

Liabilities,

Net

*

3.6‌%

100.0%

ABSOLUTE

CAPITAL

OPPORTUNITIES

FUND

SCHEDULE

OF

INVESTMENTS

September

30,

2020

11

Absolute

Funds

See

Notes

to

Financial

Statements.

Shares

Security

Description

Value

Common

Stock

-

49.7%

Communication

Services

-

7.9%

644‌

Alphabet,

Inc.,

Class A 

(a)

$

943,846‌

482‌

Alphabet,

Inc.,

Class C 

(a)

708,347‌

1,262‌

Charter

Communications,

Inc.,

Class A 

(a)

787,917‌

8,051‌

Discovery,

Inc.,

Class C 

(a)

157,799‌

5,564‌

Facebook,

Inc.,

Class A 

(a)

1,457,212‌

2,230‌

Liberty

Media

Corp.-Liberty

SiriusXM 

(a)

73,969‌

6,838‌

Motorola

Solutions,

Inc.

1,072,267‌

25,260‌

ViacomCBS,

Inc.,

Class B

707,533‌

5,908,890‌

Consumer

Discretionary

-

13.3%

354‌

Amazon.com,

Inc. 

(a)

1,114,650‌

361‌

Booking

Holdings,

Inc. 

(a)

617,555‌

17,513‌

CarMax,

Inc. 

(a)(b)

1,609,620‌

6,640‌

Expedia

Group,

Inc.

608,822‌

25,365‌

General

Motors

Co. 

(c)

750,550‌

41,399‌

Gildan

Activewear,

Inc.

814,318‌

10,990‌

Hasbro,

Inc.

909,093‌

6,825‌

Lowe's

Cos.,

Inc.

1,131,995‌

6,915‌

Mohawk

Industries,

Inc. 

(a)(b)

674,835‌

149‌

NVR,

Inc. 

(a)

608,385‌

3,211‌

Spark

Networks

SE,

ADR 

(a)

15,702‌

6,980‌

Tapestry,

Inc.

109,097‌

7,873‌

The

Walt

Disney

Co.

976,882‌

9,941,504‌

Consumer

Staples

-

2.4%

15,040‌

Coty,

Inc.,

Class A

40,608‌

23,291‌

Philip

Morris

International,

Inc.

1,746,592‌

1,787,200‌

Energy

-

0.0%

2,910‌

Schlumberger

NV

45,280‌

Financials

-

10.9%

6,990‌

American

Express

Co.

700,747‌

4,940‌

Aon

PLC,

Class A

1,019,122‌

5,577‌

Berkshire

Hathaway,

Inc.,

Class B 

(a)

1,187,566‌

25,289‌

CBRE

Group,

Inc.,

Class A 

(a)

1,187,824‌

4,379‌

Citigroup,

Inc.

188,779‌

6,862‌

JPMorgan

Chase

&

Co.

660,605‌

13,299‌

Northern

Trust

Corp.

1,036,923‌

20,016‌

The

Blackstone

Group,

Inc.,

Class A

1,044,835‌

14,355‌

The

Charles

Schwab

Corp.

520,082‌

3,276‌

Visa,

Inc.,

Class A

655,102‌

8,201,585‌

Health

Care

-

1.4%

4,458‌

Becton

Dickinson

and

Co.

1,037,287‌

Industrials

-

5.7%

16,418‌

Jacobs

Engineering

Group,

Inc.

1,523,098‌

3,455‌

Keysight

Technologies,

Inc. 

(a)

341,285‌

1,550‌

Lockheed

Martin

Corp.

594,084‌

34,328‌

Quanta

Services,

Inc.

1,814,578‌

4,273,045‌

Information

Technology

-

8.1%

21,928‌

Apple,

Inc.

2,539,482‌

2,890‌

Arista

Networks,

Inc. 

(a)

598,028‌

4,980‌

Autodesk,

Inc. 

(a)

1,150,430‌

11,118‌

Covetrus,

Inc. 

(a)

271,279‌

10,308‌

GoDaddy,

Inc.,

Class A 

(a)

783,099‌

12,324‌

SS&C

Technologies

Holdings,

Inc.

745,848‌

6,088,166‌

Total

Common

Stock

(Cost

$29,722,055)

37,282,957‌

ABSOLUTE

CAPITAL

OPPORTUNITIES

FUND

SCHEDULE

OF

INVESTMENTS

September

30,

2020

12

Absolute

Funds

See

Notes

to

Financial

Statements.

Shares

Security

Description

Value

Money

Market

Fund

-

44.3%

33,209,128‌

BlackRock

Liquidity

Funds

T-Fund

Portfolio,

Institutional

Shares,

0.04% 

(d)

(Cost

$33,209,128)

$

33,209,128‌

Contracts

Security

Description

Strike

Price

Exp.

Date

Notional

Contract

Value

Value

Purchased

Options

-

4.6%

Call

Options

Purchased

-

2.2%

47‌

AbbVie,

Inc.

$

87.50‌

01/22

$

411,250‌

41,595‌

16‌

Becton

Dickinson

and

Co.

230.00‌

01/22

368,000‌

51,904‌

42‌

Bristol-Myers

Squibb

Co.

60.00‌

01/22

252,000‌

27,636‌

48‌

Bristol-Myers

Squibb

Co.

45.00‌

01/22

216,000‌

78,720‌

65‌

CVS

Health

Corp.

57.50‌

01/22

373,750‌

48,750‌

1,045‌

General

Motors

Co.

40.00‌

03/21

4,180,000‌

92,483‌

49‌

Intel

Corp.

40.00‌

01/22

196,000‌

69,237‌

2,531‌

Invesco

QQQ

Trust

ETF

285.00‌

10/20

72,133,500‌

2,531‌

1,117‌

Invesco

QQQ

Trust

ETF

295.00‌

10/20

32,951,500‌

100,530‌

30‌

JPMorgan

Chase

&

Co.

90.00‌

01/22

270,000‌

49,800‌

72‌

Occidental

Petroleum

Corp.

30.00‌

01/22

216,000‌

4,284‌

51‌

Omnicom

Group,

Inc.

50.00‌

01/21

255,000‌

17,850‌

36‌

Phillips

66

55.00‌

01/22

198,000‌

28,440‌

321‌

SPDR

S&P

500

ETF

Trust

341.00‌

10/20

10,946,100‌

321‌

3,164‌

SPDR

S&P

500

ETF

Trust

352.00‌

10/20

111,372,800‌

3,164‌

3,164‌

SPDR

S&P

500

ETF

Trust

345.00‌

10/20

109,158,000‌

3,164‌

2,792‌

SPDR

S&P

500

ETF

Trust

355.00‌

10/20

99,116,000‌

134,016‌

2,792‌

SPDR

S&P

500

ETF

Trust

345.00‌

10/20

96,324,000‌

522,104‌

26‌

The

Allstate

Corp.

80.00‌

01/22

208,000‌

52,000‌

31‌

The

PNC

Financial

Services

Group,

Inc.

100.00‌

01/22

310,000‌

62,000‌

31‌

United

Parcel

Service,

Inc.

95.00‌

01/22

294,500‌

226,377‌

69‌

Walgreens

Boots

Alliance,

Inc.

37.50‌

01/22

258,750‌

32,430‌

Total

Call

Options

Purchased

(Premiums

Paid

$2,790,744)

1,649,336‌

Put

Options

Purchased

-

2.4%

277‌

iShares

20+

Year

Treasury

Bond

ETF

137.00‌

01/21

9,276,453‌

20,637‌

1,582‌

iShares

Russell

2000

ETF

145.00‌

10/20

23,696,778‌

3,164‌

1,396‌

iShares

Russell

2000

ETF

138.00‌

10/20

19,264,800‌

131,224‌

3,164‌

SPDR

S&P

500

ETF

Trust

320.00‌

10/20

51,655,464‌

3,164‌

2,792‌

SPDR

S&P

500

ETF

Trust

330.00‌

10/20

92,136,000‌

1,432,296‌

1,675‌

SPDR

S&P

500

ETF

Trust

310.00‌

10/20

51,925,000‌

212,725‌

Total

Put

Options

Purchased

(Premiums

Paid

$2,162,975)

1,803,210‌

Total

Purchased

Options

(Premiums

Paid

$4,953,719)

3,452,546‌

Investments,

at

value

-

98.6%

(Cost

$67,884,902)

$

73,944,631‌

Total

Written

Options

-

(2.2)%

(Premiums

Received

$(2,173,192))

(1,648,029‌)

Other

Assets

&

Liabilities,

Net

-

3.6%

2,673,914‌

Net

Assets

-

100.0%

$

74,970,516‌

ABSOLUTE

CAPITAL

OPPORTUNITIES

FUND

SCHEDULE

OF

CALL

AND

PUT

OPTIONS

WRITTEN

September

30,

2020

13

Absolute

Funds

See

Notes

to

Financial

Statements.

Contracts

Security

Description

Strike

Price

Exp.

Date

Notional

Contract

Value

Value

Written

Options

-

(2.2)%

Call

Options

Written

-

(2.2)%

(9‌)

CarMax,

Inc.

$

105.00‌

01/21

$

82,719‌

$

(3,600‌)

(8‌)

Mohawk

Industries,

Inc.

70.00‌

02/21

78,072‌

(24,960‌)

(51‌)

Omnicom

Group,

Inc.

70.00‌

01/21

252,450‌

(1,122‌)

(213‌)

SPDR

S&P

500

ETF

Trust

335.00‌

10/20

3,477,438‌

(213‌)

(1,675‌)

SPDR

S&P

500

ETF

Trust

335.00‌

10/20

56,112,500‌

(968,150‌)

(1,117‌)

SPDR

S&P

500

ETF

Trust

340.00‌

11/20

37,978,000‌

(614,350‌)

(69‌)

Walgreens

Boots

Alliance,

Inc.

50.00‌

01/22

247,848‌

(12,213‌)

Total

Call

Options

Written

(Premiums

Received

$(2,151,394))

(1,624,608‌)

Put

Options

Written

-

0.0%

(111‌)

General

Motors

Co.

(Premiums

Received

$(21,798))

20.00‌

01/22

222,000‌

(23,421‌)

Total

Written

Options

-

(2.2)%

(Premiums

Received

$(2,173,192))

$

(1,648,029‌)

ABSOLUTE

CAPITAL

OPPORTUNITIES

FUND

NOTES

TO

SCHEDULES

OF

INVESTMENTS

AND

CALL

AND

PUT

OPTIONS

WRITTEN

September

30,

2020

14

Absolute

Funds

See

Notes

to

Financial

Statements.

The

following

is

a

summary

of

the

inputs

used

to

value

the

Fund's investments

and

other

financial

instruments

and

liabilities

as

of

September

30,

2020. 

The

inputs

or

methodology

used

for

valuing

securities

are

not

necessarily

an

indication

of

the

risks

associated

with

investing

in

those

securities.

For

more

information

on

valuation

inputs,

and

their

aggregation

into

the

levels

used

in

the

table

below,

please

refer

to

the

Security

Valuation

section

in

Note

2

of

the

accompanying

Notes

to

Financial

Statements.

* Other

Financial

Instruments

are

derivatives

not

reflected

in

the

Schedule

of

Investments,

such

as

written

options,

which

are

reported

at

their

market

value at

period

end. 

ADR

American

Depositary

Receipt

ETF

Exchange

Traded

Fund

PLC

Public

Limited

Company

(a)

Non-income

producing

security.

(b)

Subject

to

call

option

written

by

the

Fund.

(c)

Subject

to

put

option

written

by

the

Fund.

(d)

Dividend

yield

changes

daily

to

reflect

current

market

conditions.

Rate

was

the

quoted

yield

as

of

September

30,

2020.

Level

1

Level

2

Level

3

Total

Assets

Investments

at

Value

Common

Stock

Communication

Services

$

5,908,890‌

$

–‌

$

–‌

$

5,908,890‌

Consumer

Discretionary

9,941,504‌

–‌

–‌

9,941,504‌

Consumer

Staples

1,787,200‌

–‌

–‌

1,787,200‌

Energy

45,280‌

–‌

–‌

45,280‌

Financials

8,201,585‌

–‌

–‌

8,201,585‌

Health

Care

1,037,287‌

–‌

–‌

1,037,287‌

Industrials

4,273,045‌

–‌

–‌

4,273,045‌

Information

Technology

6,088,166‌

–‌

–‌

6,088,166‌

Money

Market

Fund

–‌

33,209,128‌

–‌

33,209,128‌

Purchased

Options

2,813,356‌

639,190‌

–‌

3,452,546‌

Investments

at

Value

$

40,096,313‌

$

33,848,318‌

$

–‌

$

73,944,631‌

Total

Assets

$

40,096,313‌

$

33,848,318‌

$

–‌

$

73,944,631‌

Liabilities

Other

Financial

Instruments*

Written

Options

(1,610,856‌)

(37,173‌)

–‌

(1,648,029‌)

Total

Liabilities

$

(1,610,856‌)

$

(37,173‌)

$

–‌

$

(1,648,029‌)

Absolute

Convertible

Arbitrage

Fund

Portfolio

Holdings

Summary

September

30,

2020

15

Absolute

Funds

See

Notes

to

Financial

Statements.

*

Consists

of

deposits

with

the

custodian

and/or

brokers

for

securities

sold

short,

cash,

prepaid

expenses,

receivables,

payables

and

accrued

liabilities.

Deposits

with

the

custodian

and/or

brokers

for

securities

sold

short

represent 44.6%

of

net

assets.

See

Note

2

of

the

accompanying

Notes

to

Financial

Statements.

Portfolio

Breakdown

(%

of

Net

Assets)

Long

Positions

Corporate

Convertible

Bonds

88.7‌%

Money

Market

Fund

12.7‌%

Short

Positions

Common

Stock

(46.5‌)%

Other

Assets

&

Liabilities,

Net

*

45.1‌%

100.0%

Absolute

Convertible

Arbitrage

Fund

Schedule

of

Investments

September

30,

2020

16

Absolute

Funds

See

Notes

to

Financial

Statements.

Principal

Security

Description

Rate

Maturity

Value

Long

Positions

–

101.4%

Corporate

Convertible

Bonds

-

88.7%

Communication

Services

-

10.8%

$

1,000,000‌

FireEye,

Inc. 

(a)

1.63%

06/01/35

$

970,649‌

1,273,000‌

FireEye,

Inc. 

(a)

0.88 

06/01/24

1,186,230‌

500,000‌

Global

Eagle

Entertainment,

Inc. 

(a)(b)(c)(d)

2.75 

02/15/35

42,926‌

1,000,000‌

Harmonic,

Inc.

2.00 

09/01/24

935,600‌

2,000,000‌

Infinera

Corp. 

(a)

2.13 

09/01/24

1,850,554‌

2,000,000‌

InterDigital,

Inc.

2.00 

06/01/24

2,070,420‌

1,000,000‌

Okta,

Inc. 

(e)

0.38 

06/15/26

1,146,980‌

1,500,000‌

PagerDuty,

Inc. 

(e)

1.25 

07/01/25

1,524,478‌

2,000,000‌

Palo

Alto

Networks,

Inc. 

(e)

0.38 

06/01/25

2,127,542‌

1,700,000‌

Proofpoint,

Inc.

0.25 

08/15/24

1,701,062‌

1,500,000‌

Q2

Holdings,

Inc.

0.75 

06/01/26

1,844,791‌

1,400,000‌

RingCentral,

Inc. 

(e)(f)

0.00 

03/01/25

1,498,000‌

1,500,000‌

RingCentral,

Inc. 

(e)(f)

0.00 

03/15/26

1,480,312‌

500,000‌

Shopify,

Inc.

0.13 

11/01/25

560,532‌

1,000,000‌

Snap,

Inc.

0.75 

08/01/26

1,388,125‌

661,000‌

Twitter,

Inc.

0.25 

06/15/24

739,071‌

1,702,000‌

Twitter,

Inc.,

Series 2014

1.00 

09/15/21

1,695,781‌

1,500,000‌

Vonage

Holdings

Corp.

1.75 

06/01/24

1,452,604‌

24,215,657‌

Consumer

Discretionary

-

15.7%

1,500,000‌

2U,

Inc. 

(e)

2.25 

05/01/25

2,160,401‌

1,000,000‌

American

Airlines

Group,

Inc.

6.50 

07/01/25

926,875‌

1,000,000‌

American

Eagle

Outfitters,

Inc. 

(e)

3.75 

04/15/25

1,857,868‌

1,281,000‌

Callaway

Golf

Co. 

(e)

2.75 

05/01/26

1,745,792‌

1,000,000‌

Chegg,

Inc. 

(e)(f)

0.00 

09/01/26

1,001,500‌

500,000‌

Cinemark

Holdings,

Inc. 

(e)

4.50 

08/15/25

499,679‌

2,500,000‌

Dick's

Sporting

Goods,

Inc. 

(e)

3.25 

04/15/25

4,590,094‌

1,000,000‌

Eventbrite,

Inc. 

(e)

5.00 

12/01/25

1,105,147‌

1,000,000‌

Guess?,

Inc.

2.00 

04/15/24

810,170‌

2,500,000‌

K12,

Inc. 

(e)

1.13 

09/01/27

2,097,320‌

2,000,000‌

National

Vision

Holdings,

Inc. 

(e)

2.50 

05/15/25

2,850,000‌

1,000,000‌

NCL

Corp.,

Ltd. 

(e)

6.00 

05/15/24

1,467,763‌

250,000‌

NCL

Corp.,

Ltd. 

(e)

5.38 

08/01/25

293,919‌

500,000‌

Penn

National

Gaming,

Inc.

2.75 

05/15/26

1,607,228‌

1,500,000‌

PetIQ,

Inc. 

(e)

4.00 

06/01/26

2,020,642‌

1,000,000‌

Royal

Caribbean

Cruises,

Ltd. 

(e)

4.25 

06/15/23

1,171,935‌

500,000‌

Spirit

Airlines,

Inc.

4.75 

05/15/25

728,992‌

750,000‌

The

Marcus

Corp. 

(e)

5.00 

09/15/25

775,101‌

2,000,000‌

The

RealReal,

Inc. 

(e)

3.00 

06/15/25

2,198,691‌

1,000,000‌

Wayfair,

Inc. 

(e)

0.63 

10/01/25

1,022,187‌

1,100,000‌

Wayfair,

Inc.

1.00 

08/15/26

2,285,322‌

1,000,000‌

Zillow

Group,

Inc.

2.75 

05/15/25

1,732,783‌

34,949,409‌

Consumer

Staples

-

2.0%

1,550,000‌

Flexion

Therapeutics,

Inc. 

(a)

3.38 

05/01/24

1,233,743‌

2,550,000‌

FTI

Consulting,

Inc. 

(a)

2.00 

08/15/23

3,136,616‌

4,370,359‌

Energy

-

1.0%

1,000,000‌

Helix

Energy

Solutions

Group,

Inc. 

(a)

4.13 

09/15/23

956,321‌

1,000,000‌

Helix

Energy

Solutions

Group,

Inc. 

(a)

6.75 

02/15/26

822,990‌

500,000‌

Newpark

Resources,

Inc. 

(a)

4.00 

12/01/21

441,026‌

2,220,337‌

Financials

-

1.0%

1,051,000‌

Encore

Capital

Group,

Inc. 

(a)

2.88 

03/15/21

1,056,255‌

950,000‌

Encore

Capital

Group,

Inc.

3.25 

10/01/25

1,085,796‌

2,142,051‌

Health

Care

-

15.6%

1,500,000‌

1Life

Healthcare,

Inc. 

(e)

3.00 

06/15/25

1,498,035‌

1,500,000‌

Accuray,

Inc. 

(a)

3.75 

07/15/22

1,264,382‌

1,000,000‌

Allscripts

Healthcare

Solutions,

Inc. 

(a)(e)

0.88 

01/01/27

871,262‌

1,500,000‌

Bridgebio

Pharma,

Inc. 

(e)

2.50 

03/15/27

1,709,016‌

2,840,000‌

CONMED

Corp. 

(a)

2.63 

02/01/24

3,193,702‌

Absolute

Convertible

Arbitrage

Fund

Schedule

of

Investments

September

30,

2020

17

Absolute

Funds

See

Notes

to

Financial

Statements.

Principal

Security

Description

Rate

Maturity

Value

Health

Care

-

15.6%

(continued)

$

1,000,000‌

CryoLife,

Inc. 

(e)

4.25%

07/01/25

$

1,075,014‌

500,000‌

Envista

Holdings

Corp. 

(e)

2.38 

06/01/25

695,120‌

2,065,000‌

Exact

Sciences

Corp. 

(a)

1.00 

01/15/25

3,205,709‌

2,050,000‌

Glaukos

Corp. 

(e)

2.75 

06/15/27

2,365,774‌

1,500,000‌

Health

Catalyst,

Inc. 

(e)

2.50 

04/15/25

2,102,033‌

1,750,000‌

Heska

Corp. 

(e)

3.75 

09/15/26

2,377,812‌

2,500,000‌

Jazz

Investments

I,

Ltd. 

(e)

2.00 

06/15/26

2,931,970‌

1,250,000‌

Livongo

Health,

Inc. 

(e)

0.88 

06/01/25

2,454,688‌

505,000‌

Natera,

Inc. 

(e)

2.25 

05/01/27

1,031,401‌

2,000,000‌

NuVasive,

Inc. 

(e)

0.38 

03/15/25

1,757,323‌

1,500,000‌

Pacira

BioSciences,

Inc. 

(e)

0.75 

08/01/25

1,624,401‌

1,000,000‌

Retrophin,

Inc.

2.50 

09/15/25

854,954‌

425,000‌

Revance

Therapeutics,

Inc. 

(e)

1.75 

02/15/27

450,046‌

2,000,000‌

Tabula

Rasa

HealthCare,

Inc. 

(e)

1.75 

02/15/26

1,865,404‌

1,000,000‌

Varex

Imaging

Corp. 

(e)

4.00 

06/01/25

907,934‌

500,000‌

Zogenix,

Inc. 

(e)

2.75 

10/01/27

498,962‌

34,734,942‌

Industrials

-

8.8%

500,000‌

Bloom

Energy

Corp. 

(e)

2.50 

08/15/25

637,795‌

2,234,000‌

Chart

Industries,

Inc. 

(e)

1.00 

11/15/24

3,107,440‌

1,000,000‌

Granite

Construction,

Inc. 

(e)

2.75 

11/01/24

796,875‌

1,064,000‌

II-VI,

Inc. 

(a)

0.25 

09/01/22

1,200,990‌

1,939,000‌

Kaman

Corp. 

(a)

3.25 

05/01/24

1,930,723‌

3,000,000‌

KBR,

Inc. 

(a)

2.50 

11/01/23

3,397,500‌

1,005,000‌

Knowles

Corp.

3.25 

11/01/21

1,077,046‌

2,700,000‌

Mesa

Laboratories,

Inc. 

(a)

1.38 

08/15/25

2,967,456‌

1,000,000‌

SMART

Global

Holdings,

Inc. 

(e)

2.25 

02/15/26

929,360‌

1,500,000‌

The

Middleby

Corp. 

(e)

1.00 

09/01/25

1,481,250‌

425,000‌

TimkenSteel

Corp. 

(a)

6.00 

06/01/21

360,894‌

1,700,000‌

Winnebago

Industries,

Inc. 

(e)

1.50 

04/01/25

1,846,719‌

19,734,048‌

Information

Technology

-

32.7%

2,000,000‌

Alteryx,

Inc. 

(a)

1.00 

08/01/26

2,005,695‌

2,000,000‌

Bandwidth,

Inc. 

(a)(e)

0.25 

03/01/26

4,004,072‌

1,500,000‌

Blackline,

Inc.

0.13 

08/01/24

2,070,722‌

2,350,000‌

Cerence,

Inc. 

(e)

3.00 

06/01/25

3,624,558‌

1,500,000‌

Cloudflare,

Inc. 

(e)

0.75 

05/15/25

2,027,029‌

1,000,000‌

Coupa

Software,

Inc. 

(e)

0.38 

06/15/26

1,183,125‌

2,000,000‌

Cree,

Inc. 

(e)

1.75 

05/01/26

3,071,250‌

1,000,000‌

CyberArk

Software,

Ltd. 

(e)(f)

0.21 

11/15/24

981,060‌

1,522,000‌

Envestnet,

Inc. 

(a)

1.75 

06/01/23

1,956,069‌

1,000,000‌

Envestnet,

Inc. 

(e)

0.75 

08/15/25

1,009,271‌

500,000‌

Evolent

Health,

Inc. 

(e)

3.50 

12/01/24

492,500‌

1,011,000‌

Evolent

Health,

Inc.

1.50 

10/15/25

780,366‌

1,500,000‌

Five9,

Inc. 

(e)

0.50 

06/01/25

1,820,229‌

2,000,000‌

Guidewire

Software,

Inc.

1.25 

03/15/25

2,303,912‌

1,000,000‌

HubSpot,

Inc. 

(e)

0.38 

06/01/25

1,272,643‌

1,500,000‌

Impinj,

Inc. 

(e)

2.00 

12/15/26

1,473,822‌

2,500,000‌

Insight

Enterprises,

Inc. 

(a)

0.75 

02/15/25

2,633,883‌

1,000,000‌

J2

Global,

Inc. 

(e)

1.75 

11/01/26

889,223‌

1,500,000‌

Limelight

Networks,

Inc. 

(e)

3.50 

08/01/25

1,519,980‌

2,000,000‌

LivePerson,

Inc. 

(a)

0.75 

03/01/24

3,032,500‌

2,000,000‌

Lumentum

Holdings,

Inc. 

(e)

0.50 

12/15/26

2,133,616‌

1,500,000‌

Model

N,

Inc. 

(e)

2.63 

06/01/25

1,943,421‌

1,500,000‌

MongoDB,

Inc. 

(e)

0.25 

01/15/26

1,962,869‌

500,000‌

Omnicell,

Inc. 

(e)

0.25 

09/15/25

515,045‌

2,500,000‌

Perficient,

Inc. 

(a)

2.38 

09/15/23

3,275,121‌

500,000‌

Perficient,

Inc. 

(e)

1.25 

08/01/25

533,276‌

2,000,000‌

PROS

Holdings,

Inc. 

(e)

2.25 

09/15/27

2,040,815‌

2,250,000‌

Rapid7,

Inc. 

(e)

2.25 

05/01/25

2,840,625‌

550,000‌

RealPage,

Inc.

1.50 

05/15/25

568,562‌

1,500,000‌

Sailpoint

Technologies

Holdings,

Inc. 

(e)

0.13 

09/15/24

2,304,997‌

1,000,000‌

Silicon

Laboratories,

Inc. 

(e)

0.63 

06/15/25

1,074,749‌

2,500,000‌

Slack

Technologies,

Inc. 

(e)

0.50 

04/15/25

2,912,357‌

Absolute

Convertible

Arbitrage

Fund

Schedule

of

Investments

September

30,

2020

18

Absolute

Funds

See

Notes

to

Financial

Statements.

Principal

Security

Description

Rate

Maturity

Value

Information

Technology

-

32.7%

(continued)

$

1,000,000‌

Splunk,

Inc.

1.13%

09/15/25

$

1,445,730‌

400,000‌

Varonis

Systems,

Inc. 

(e)

1.25 

08/15/25

570,924‌

2,000,000‌

Veeco

Instruments,

Inc. 

(e)

3.75 

06/01/27

2,188,689‌

2,600,000‌

Vocera

Communications,

Inc. 

(a)

1.50 

05/15/23

2,910,375‌

2,000,000‌

Workiva,

Inc.

1.13 

08/15/26

2,002,127‌

1,000,000‌

Zscaler,

Inc. 

(e)

0.13 

07/01/25

1,185,101‌

2,000,000‌

Zynga,

Inc.

0.25 

06/01/24

2,541,250‌

73,101,558‌

Materials

-

1.1%

1,910,000‌

SSR

Mining,

Inc.

2.50 

04/01/39

2,559,400‌

Total

Corporate

Convertible

Bonds

(Cost

$175,186,418)

198,027,761‌

Shares

Security

Description

Value

Money

Market

Fund

-

12.7%

28,412,705‌

BlackRock

Liquidity

Funds

T-Fund

Portfolio,

Institutional

Shares,

0.04% 

(g)

(Cost

$28,412,705)

28,412,705‌

Total

Long

Positions

-

101.4%

(Cost

$203,599,123)

226,440,466‌

Total

Short

Positions

-

(46.5)%

(Proceeds

$(93,817,233))

(103,806,966‌)

Other

Assets

&

Liabilities,

Net

-

45.1%

100,677,421‌

Net

Assets

-

100.0%

$

223,310,921‌

Absolute

Convertible

Arbitrage

Fund

Schedule

of

Securities

Sold

Short

September

30,

2020

19

Absolute

Funds

See

Notes

to

Financial

Statements.

Shares

Security

Description

Value

Short

Positions

-

(46.5)%

Common

Stock

-

(46.5)%

Communication

Services

-

(3.8)%

(23,000‌)

FireEye,

Inc.

$

(283,935‌)

(77,690‌)

Harmonic,

Inc.

(433,510‌)

(134,279‌)

Infinera

Corp.

(827,159‌)

(6,500‌)

InterDigital,

Inc.

(370,890‌)

(2,700‌)

Okta,

Inc.

(577,395‌)

(21,850‌)

PagerDuty,

Inc.

(592,354‌)

(3,943‌)

Palo

Alto

Networks,

Inc.

(965,049‌)

(5,684‌)

Proofpoint,

Inc.

(599,946‌)

(12,831‌)

Q2

Holdings,

Inc.

(1,170,957‌)

(4,002‌)

RingCentral,

Inc.,

Class A

(1,098,989‌)

(150‌)

Shopify,

Inc.

(153,446‌)

(33,503‌)

Snap,

Inc.

(874,763‌)

(4,700‌)

Twitter,

Inc.

(209,150‌)

(34,580‌)

Vonage

Holdings

Corp.

(353,753‌)

(8,511,296‌)

Consumer

Discretionary

-

(9.2)%

(44,513‌)

2U,

Inc.

(1,507,210‌)

(37,085‌)

American

Airlines

Group,

Inc.

(455,775‌)

(95,450‌)

American

Eagle

Outfitters,

Inc.

(1,413,614‌)

(51,700‌)

Callaway

Golf

Co.

(989,538‌)

(4,593‌)

Chegg,

Inc.

(328,124‌)

(24,677‌)

Cinemark

Holdings,

Inc.

(246,770‌)

(59,415‌)

Dick's

Sporting

Goods,

Inc.

(3,438,940‌)

(59,000‌)

Eventbrite,

Inc.,

Class A

(640,150‌)

(22,550‌)

Guess?,

Inc.

(262,031‌)

(26,800‌)

K12,

Inc.

(705,912‌)

(50,927‌)

National

Vision

Holdings,

Inc.

(1,947,448‌)

(70,969‌)

Norwegian

Cruise

Line

Holdings,

Ltd.

(1,214,280‌)

(19,342‌)

Penn

National

Gaming,

Inc.

(1,406,163‌)

(37,000‌)

PetIQ,

Inc.

(1,218,040‌)

(9,600‌)

Royal

Caribbean

Cruises,

Ltd.

(621,408‌)

(31,500‌)

Spirit

Airlines,

Inc.

(507,150‌)

(47,686‌)

The

Marcus

Corp.

(368,613‌)

(74,800‌)

The

RealReal,

Inc.

(1,082,356‌)

(7,960‌)

Wayfair,

Inc.,

Class A

(2,316,440‌)

(20,669,962‌)

Consumer

Staples

-

(0.9)%

(17,000‌)

Flexion

Therapeutics,

Inc.

(176,970‌)

(18,024‌)

FTI

Consulting,

Inc.

(1,910,003‌)

(2,086,973‌)

Energy

-

(0.1)%

(83,172‌)

Helix

Energy

Solutions

Group,

Inc.

(200,445‌)

(4,500‌)

Newpark

Resources,

Inc.

(4,725‌)

(205,170‌)

Financials

-

(0.9)%

(18,535‌)

Encore

Capital

Group,

Inc.

(715,266‌)

(11,900‌)

Zillow

Group,

Inc.

(1,208,921‌)

(1,924,187‌)

Health

Care

-

(8.0)%

(15,800‌)

1Life

Healthcare,

Inc.

(448,088‌)

(106,800‌)

Accuray,

Inc.

(256,320‌)

(41,100‌)

Allscripts

Healthcare

Solutions,

Inc.

(334,554‌)

(24,000‌)

Bridgebio

Pharma,

Inc.

(900,480‌)

(20,360‌)

CONMED

Corp.

(1,601,721‌)

(29,500‌)

CryoLife,

Inc.

(544,865‌)

(17,600‌)

Envista

Holdings

Corp.

(434,368‌)

(19,871‌)

Exact

Sciences

Corp.

(2,025,849‌)

(25,900‌)

Glaukos

Corp.

(1,282,568‌)

(36,800‌)

Health

Catalyst,

Inc.

(1,346,880‌)

(15,800‌)

Heska

Corp.

(1,560,882‌)

(10,149‌)

Jazz

Pharmaceuticals

PLC

(1,447,146‌)

(14,500‌)

Livongo

Health,

Inc.

(2,030,725‌)

Absolute

Convertible

Arbitrage

Fund

Schedule

of

Securities

Sold

Short

September

30,

2020

20

Absolute

Funds

See

Notes

to

Financial

Statements.

Shares

Security

Description

Value

Health

Care

-

(8.0)%

(continued)

(10,700‌)

Natera,

Inc.

$

(772,968‌)

(8,300‌)

NuVasive,

Inc.

(403,131‌)

(13,350‌)

Pacira

BioSciences,

Inc.

(802,602‌)

(11,670‌)

Retrophin,

Inc.

(215,428‌)

(9,800‌)

Revance

Therapeutics,

Inc.

(246,372‌)

(14,700‌)

Tabula

Rasa

HealthCare,

Inc.

(599,319‌)

(33,685‌)

Varex

Imaging

Corp.

(428,473‌)

(7,000‌)

Zogenix,

Inc.

(125,510‌)

(17,808,249‌)

Industrials

-

(4.0)%

(23,300‌)

Bloom

Energy

Corp.,

Class A

(418,701‌)

(28,150‌)

Chart

Industries,

Inc.

(1,978,101‌)

(18,879‌)

Granite

Construction,

Inc.

(332,459‌)

(12,691‌)

II-VI,

Inc.

(514,747‌)

(8,900‌)

Kaman

Corp.

(346,833‌)

(73,333‌)

KBR,

Inc.

(1,639,726‌)

(17,700‌)

Knowles

Corp.

(263,730‌)

(6,190‌)

Mesa

Laboratories,

Inc.

(1,576,964‌)

(18,029‌)

SMART

Global

Holdings,

Inc.

(492,913‌)

(6,200‌)

The

Middleby

Corp.

(556,202‌)

(8,000‌)

TimkenSteel

Corp.

(28,400‌)

(16,000‌)

Winnebago

Industries,

Inc.

(826,720‌)

(8,975,496‌)

Information

Technology

-

(19.0)%

(6,727‌)

Alteryx,

Inc.,

Class A

(763,851‌)

(19,376‌)

Bandwidth,

Inc.,

Class A

(3,382,468‌)

(15,652‌)

BlackLine,

Inc.

(1,402,889‌)

(51,264‌)

Cerence,

Inc.

(2,505,272‌)

(28,945‌)

Cloudflare,

Inc.,

Class A

(1,188,482‌)

(2,480‌)

Coupa

Software,

Inc.

(680,115‌)

(35,189‌)

Cree,

Inc.

(2,242,947‌)

(3,310‌)

CyberArk

Software,

Ltd.

(342,320‌)

(19,923‌)

Envestnet,

Inc.

(1,537,259‌)

(25,396‌)

Evolent

Health,

Inc.,

Class A

(315,164‌)

(7,744‌)

Five9,

Inc.

(1,004,242‌)

(11,841‌)

Guidewire

Software,

Inc.

(1,234,661‌)

(2,463‌)

HubSpot,

Inc.

(719,762‌)

(30,200‌)

Impinj,

Inc.

(795,770‌)

(24,325‌)

Insight

Enterprises,

Inc.

(1,376,308‌)

(4,800‌)

J2

Global,

Inc.

(332,256‌)

(115,588‌)

Limelight

Networks,

Inc.

(665,787‌)

(42,957‌)

LivePerson,

Inc.

(2,233,334‌)

(13,824‌)

Lumentum

Holdings,

Inc.

(1,038,597‌)

(34,900‌)

Model

N,

Inc.

(1,231,272‌)

(5,688‌)

MongoDB,

Inc.

(1,316,829‌)

(2,640‌)

Omnicell,

Inc.

(197,102‌)

(52,492‌)

Perficient,

Inc.

(2,243,508‌)

(32,900‌)

PROS

Holdings,

Inc.

(1,050,826‌)

(26,075‌)

Rapid7,

Inc.

(1,596,833‌)

(4,200‌)

RealPage,

Inc.

(242,088‌)

(42,077‌)

Sailpoint

Technologies

Holdings,

Inc.

(1,664,987‌)

(4,962‌)

Silicon

Laboratories,

Inc.

(485,532‌)

(56,263‌)

Slack

Technologies,

Inc.,

Class A

(1,511,224‌)

(5,351‌)

Splunk,

Inc.

(1,006,684‌)

(3,450‌)

Varonis

Systems,

Inc.

(398,199‌)

(101,500‌)

Veeco

Instruments,

Inc.

(1,184,505‌)

(50,812‌)

Vocera

Communications,

Inc.

(1,477,613‌)

(15,179‌)

Workiva,

Inc.

(846,381‌)

(4,200‌)

Zscaler,

Inc.

(590,898‌)

(168,539‌)

Zynga,

Inc.

(1,537,076‌)

(42,343,041‌)

Absolute

Convertible

Arbitrage

Fund

Schedule

of

Securities

Sold

Short

September

30,

2020

21

Absolute

Funds

See

Notes

to

Financial

Statements.

Shares

Security

Description

Value

Materials

-

(0.6)%

(68,698‌)

SSR

Mining,

Inc.

$

(1,282,592‌)

Total

Common

Stock

(Proceeds

$(93,817,233))

(103,806,966‌)

Total

Short

Positions

-

(46.5)%

(Proceeds

$(93,817,233))

$

(103,806,966‌)

Absolute

Convertible

Arbitrage

Fund

Notes

to

Schedules

of

Investments

and

Securities

Sold

Short

September

30,

2020

22

Absolute

Funds

See

Notes

to

Financial

Statements.

At

September

30,

2019

,

the

Fund

held

the

following

exchange

traded

futures

contracts:

The

following

is

a

summary

of

the

inputs

used

to

value

the

Fund's investments

and

liabilities

as

of

September

30,

2020. 

The

inputs

or

methodology

used

for

valuing

securities

are

not

necessarily

an

indication

of

the

risks

associated

with

investing

in

those

securities.

For

more

information

on

valuation

inputs,

and

their

aggregation

into

the

levels

used

in

the

table

below,

please

refer

to

the

Security

Valuation

section

in

Note

2

of

the

accompanying

Notes

to

Financial

Statements.

* Other

Financial

Instruments

are

derivatives

not

reflected

in

the

Schedules

of

Investments

and

Securities

Sold

Short,

such

as

futures at

period

end. 

PLC

Public

Limited

Company

(a)

All

or

a

portion

of

this

security

is

held

as

collateral

for

securities

sold

short.

(b)

Debt

obligation

initially

issued

at

one

coupon

rate

which

converts

to

higher

coupon

rate

at

a

specified

date.

Rate

presented

is

as

of

September

30,

2020.

(c)

Security

is

currently

in

default

and

is

on

scheduled

interest

or

principal

payment.

(d)

Illiquid

security.

(e)

Security

exempt

from

registration

under

Rule

144A

under

the

Securities

Act

of

1933.

At

the

period

end,

the

value

of

these

securities

amounted

to

$115,226,231

or

51.6%

of

net

assets.

(f)

Zero

coupon

bond.

Interest

rate

presented

is

yield

to

maturity.

(g)

Dividend

yield

changes

daily

to

reflect

current

market

conditions.

Rate

was

the

quoted

yield

as

of

September

30,

2020.

Contracts

Description

Expiration

Date

Notional

Contract

Value

Value

Net

Unrealized

Depreciation

(120‌)

U.S.

5-Year

Note

Future

12/31/20

$

(15,113,296‌)

$

(15,123,750‌)

$

(10,454‌)

Level

1

Level

2

Level

3

Total

Assets

Investments

at

Value

Corporate

Convertible

Bonds

$

–‌

$

198,027,761‌

$

–‌

$

198,027,761‌

Money

Market

Fund

–‌

28,412,705‌

–‌

28,412,705‌

Investments

at

Value

$

–‌

$

226,440,466‌

$

–‌

$

226,440,466‌

Total

Assets

$

–‌

$

226,440,466‌

$

–‌

$

226,440,466‌

Liabilities

Securities

Sold

Short

Common

Stock

$

(103,806,966‌)

$

–‌

$

–‌

$

(103,806,966‌)

Securities

Sold

Short

$

(103,806,966‌)

$

–‌

$

–‌

$

(103,806,966‌)

Other

Financial

Instruments*

Futures

(10,454‌)

–‌

–‌

(10,454‌)

Total

Liabilities

$

(103,817,420‌)

$

–‌

$

–‌

$

(103,817,420‌)

ABSOLUTE

FUNDS

STATEMENTS

OF

ASSETS

AND

LIABILITIES

September

30,

2020

23

Absolute

Funds

See

Notes

to

Financial

Statements.

ABSOLUTE

STRATEGIES

FUND

ABSOLUTE

CAPITAL

OPPORTUNITIES

FUND

ABSOLUTE

CONVERTIBLE

ARBITRAGE

FUND

ASSETS

Investments,

at

value

(Cost

$36,191,503,

$67,884,902

and

$203,599,123,

respectively)

$

38,389,797‌

$

73,944,631‌

$

226,440,466‌

Investments

in

affiliates,

at

value

(Cost

$31,513,731,

$0

and

$0,

respectively)

36,319,290‌

–‌

–‌

$

74,709,087‌

$

73,944,631‌

$

226,440,466‌

Cash

–‌

–‌

47,649‌

Deposits

with

broker

for

securities

sold

short

–‌

–‌

98,715,356‌

Deposits

with

broker

for

options

3,847,383‌

4,176,030‌

–‌

Deposits

with

broker

for

futures

5,815,481‌

–‌

895,489‌

Receivables:

Fund

shares

sold

12,293‌

658,965‌

2,684,834‌

Investment

securities

sold

257,200‌

2,052,260‌

2,288,369‌

Dividends

and

interest

138,965‌

58,557‌

861,540‌

Prepaid

expenses

17,494‌

11,758‌

23,568‌

Total

Assets

84,797,903‌

80,902,201‌

331,957,271‌

LIABILITIES

Call

options

written,

at

value

(Premiums

received

$211,451,

$2,151,394

and

$0,

respectively)

140,000‌

1,624,608‌

–‌

Put

options

written,

at

value

(Premiums

received

$0,

$21,798

and

$0,

respectively)

–‌

23,421‌

–‌

Securities

sold

short,

at

value

(Proceeds

$0,

$0

and

$93,817,233,

respectively)

–‌

–‌

103,806,966‌

Payables:

Investment

securities

purchased

704,704‌

4,168,483‌

3,742,748‌

Fund

shares

redeemed

14,594‌

–‌

839,951‌

Dividends

on

securities

sold

short

–‌

–‌

16,483‌

Other

payables

–‌

–‌

1,579‌

Accrued

Liabilities:

Investment

adviser

fees

62,578‌

83,315‌

188,321‌

Trustees’

fees

and

expenses

122‌

115‌

429‌

Fund

services

fees

24,070‌

14,675‌

21,184‌

Other

expenses

27,793‌

17,068‌

28,689‌

Total

Liabilities

973,861‌

5,931,685‌

108,646,350‌

NET

ASSETS

$

83,824,042‌

$

74,970,516‌

$

223,310,921‌

COMPONENTS

OF

NET

ASSETS

Paid-in

capital

$

112,993,799‌

$

70,373,073‌

$

209,703,527‌

Distributable

earnings

(29,169,757‌)

4,597,443‌

13,607,394‌

NET

ASSETS

$

83,824,042‌

$

74,970,516‌

$

223,310,921‌

SHARES

OF

BENEFICIAL

INTEREST

AT

NO

PAR

VALUE

(UNLIMITED

SHARES

AUTHORIZED)

Institutional

Shares

10,225,182‌

5,976,437‌

19,966,224‌

NET

ASSET

VALUE,

OFFERING

AND

REDEMPTION

PRICE

PER

SHARE

Institutional

Shares

(based

on

net

assets

of

$83,824,042,

$74,970,516

and

$223,310,921,

respectively)

$

8.20‌

$

12.54‌

$

11.18‌

ABSOLUTE

FUNDS

STATEMENTS

OF

OPERATIONS

For

the

Six

Months

Ended

September

30,

2020

24

Absolute

Funds

See

Notes

to

Financial

Statements.

ABSOLUTE

STRATEGIES

FUND

ABSOLUTE

CAPITAL

OPPORTUNITIES

FUND

ABSOLUTE

CONVERTIBLE

ARBITRAGE

FUND

INVESTMENT

INCOME

Dividend

income

(Net

of

foreign

withholding

taxes

of

$11,591,

$0

and

$0,

respectively)

$

265,005‌

$

195,219‌

$

6,708‌

Dividend

income

from

affiliated

investment

24,658‌

–‌

–‌

Interest

income

12,538‌

–‌

1,481,534‌

Total

Investment

Income

302,201‌

195,219‌

1,488,242‌

EXPENSES

Investment

adviser

fees

637,219‌

465,387‌

1,046,555‌

Fund

services

fees

118,733‌

58,620‌

152,660‌

Custodian

fees

15,387‌

6,965‌

9,764‌

Registration

fees

10,147‌

12,506‌

13,777‌

Professional

fees

31,857‌

26,353‌

43,274‌

Trustees'

fees

and

expenses

2,746‌

2,577‌

4,043‌

Dividend

expense

on

securities

sold

short

–‌

–‌

69,173‌

Interest

expense

11,515‌

6,554‌

257,209‌

Other

expenses

64,832‌

31,840‌

77,448‌

Total

Expenses

892,436‌

610,802‌

1,673,903‌

Fees

waived

(236,569‌)

(22,514‌)

(126,543‌)

Net

Expenses

655,867‌

588,288‌

1,547,360‌

NET

INVESTMENT

LOSS

(353,666‌)

(393,069‌)

(59,118‌)

NET

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

Net

realized

gain

(loss)

on:

Investments

in

unaffiliated

issuers

(759,419‌)

(9,652,869‌)

18,244,774‌

Investments

in

affiliated

issuers

116,489‌

–‌

–‌

Foreign

currency

transactions

3,259‌

–‌

–‌

Securities

sold

short

–‌

–‌

(14,499,464‌)

Written

options

355,219‌

(3,911,930‌)

–‌

Futures

(7,609,290‌)

–‌

(68,828‌)

Net

realized

gain

(loss)

(7,893,742‌)

(13,564,799‌)

3,676,482‌

Net

change

in

unrealized

appreciation

(depreciation)

on:

Investments

in

unaffiliated

issuers

4,074,450‌

15,575,647‌

29,491,933‌

Investments

in

affiliated

issuers

2,265,039‌

–‌

–‌

Foreign

currency

translations

704‌

282‌

–‌

Securities

sold

short

–‌

–‌

(19,409,026‌)

Written

options

(210,993‌)

1,873,884‌

–‌

Futures

328,064‌

–‌

(10,454‌)

Net

change

in

unrealized

appreciation

(depreciation)

6,457,264‌

17,449,813‌

10,072,453‌

NET

REALIZED

AND

UNREALIZED

GAIN

(LOSS)

(1,436,478‌)

3,885,014‌

13,748,935‌

INCREASE

(DECREASE)

IN

NET

ASSETS

RESULTING

FROM

OPERATIONS

$

(1,790,144‌)

$

3,491,945‌

$

13,689,817‌

ABSOLUTE

FUNDS

STATEMENTS

OF

CHANGES

IN

NET

ASSETS

25

Absolute

Funds

See

Notes

to

Financial

Statements.

ABSOLUTE

STRATEGIES

FUND

ABSOLUTE

CAPITAL

OPPORTUNITIES

FUND

For

the

Six

Months

Ended

September

30,

2020

For

the

Year

Ended

March

31,

2020

For

the

Six

Months

Ended

September

30,

2020

For

the

Year

Ended

March

31,

2020

OPERATIONS

Net

investment

income

(loss)

$

(353,666‌)

$

(339,455‌)

$

(393,069‌)

$

218,785‌

Net

realized

gain

(loss)

(7,893,742‌)

6,623,651‌

(13,564,799‌)

13,341,775‌

Net

change

in

unrealized

appreciation

(depreciation)

6,457,264‌

(3,603,407‌)

17,449,813‌

(11,848,916‌)

Increase

(Decrease)

in

Net

Assets

Resulting

from

Operations

(1,790,144‌)

2,680,789‌

3,491,945‌

1,711,644‌

DISTRIBUTIONS

TO

SHAREHOLDERS

Total

Distributions

Paid

–‌

(69,093‌)

(26,884‌)

–‌

CAPITAL

SHARE

TRANSACTIONS

Sale

of

shares

27,621,952‌

20,207,372‌

18,703,667‌

22,028,521‌

Reinvestment

of

distributions

–‌

67,819‌

26,195‌

–‌

Redemption

of

shares

(10,547,117‌)

(42,395,224‌)

(5,174,642‌)

(16,748,388‌)

Increase

(Decrease)

in

Net

Assets

from

Capital

Share

Transactions

17,074,835‌

(22,120,033‌)

13,555,220‌

5,280,133‌

Increase

(Decrease)

in

Net

Assets

15,284,691‌

(19,508,337‌)

17,020,281‌

6,991,777‌

NET

ASSETS

Beginning

of

Period

68,539,351‌

88,047,688‌

57,950,235‌

50,958,458‌

End

of

Period

$

83,824,042‌

$

68,539,351‌

$

74,970,516‌

$

57,950,235‌

SHARE

TRANSACTIONS

Sale

of

shares

3,309,732‌

2,504,402‌

1,523,753‌

1,874,814‌

Reinvestment

of

distributions

–‌

8,240‌

2,147‌

–‌

Redemption

of

shares

(1,266,648‌)

(5,198,972‌)

(420,892‌)

(1,434,800‌)

Increase

(Decrease)

in

Shares

2,043,084‌

(2,686,330‌)

1,105,008‌

440,014‌

ABSOLUTE

FUNDS

STATEMENTS

OF

CHANGES

IN

NET

ASSETS

26

Absolute

Funds

See

Notes

to

Financial

Statements.

ABSOLUTE

CONVERTIBLE

ARBITRAGE

FUND

For

the

Six

Months

Ended

September

30,

2020

For

the

Year

Ended

March

31,

2020

OPERATIONS

Net

investment

income

(loss)

$

(59,118‌)

$

978,201‌

Net

realized

gain

3,676,482‌

1,461,285‌

Net

change

in

unrealized

appreciation

(depreciation)

10,072,453‌

(1,253,428‌)

Increase

in

Net

Assets

Resulting

from

Operations

13,689,817‌

1,186,058‌

DISTRIBUTIONS

TO

SHAREHOLDERS

Total

Distributions

Paid

(158,203‌)

(3,645,511‌)

CAPITAL

SHARE

TRANSACTIONS

Sale

of

shares

79,719,467‌

76,553,072‌

Reinvestment

of

distributions

144,143‌

3,358,316‌

Redemption

of

shares

(9,949,655‌)

(26,354,257‌)

Increase

in

Net

Assets

from

Capital

Share

Transactions

69,913,955‌

53,557,131‌

Increase

in

Net

Assets

83,445,569‌

51,097,678‌

NET

ASSETS

Beginning

of

Period

139,865,352‌

88,767,674‌

End

of

Period

$

223,310,921‌

$

139,865,352‌

SHARE

TRANSACTIONS

Sale

of

shares

7,314,130‌

7,267,996‌

Reinvestment

of

distributions

13,384‌

318,065‌

Redemption

of

shares

(908,339‌)

(2,499,519‌)

Increase

in

Shares

6,419,175‌

5,086,542‌

ABSOLUTE

FUNDS

FINANCIAL

HIGHLIGHTS

27

Absolute

Funds

See

Notes

to

Financial

Statements.

Investment

Operations

Distributions

to

Shareholders

from:

These

financial

highlights

reflect

selected

data

for

a

share

outstanding

throughout

each

period.

Period

Ended

Net

Asset

Value,

Beginning

of

Period

Net

Investment

Income

(Loss)(a)

Net

Realized

and

Unrealized

Gains

(Losses)

on

Investments

Total

from

Investment

Operations

Net

Investment

Income

Net

Realized

Gains

Total

Distribution

to

Shareholders

Net

Asset

Value,

End

of

Period

Total

Return

ABSOLUTE

STRATEGIES

FUND

INSTITUTIONAL

SHARES

9/30/2020

$

8.38‌

(

$

0.04‌)

(

$

0.14‌)

(

$

0.18‌)

$

—‌

$

—‌

$

—‌

$

8.20‌

(2.15‌)

%

(

c

)

3/31/2020

8.10‌

(

0.03‌)

0.32‌

0.29‌

(

0.01‌)

—‌

(

0.01‌)

8.38‌

3.54‌

3/31/2019

8.37‌

0.04‌

(

0.31‌)

(

0.27‌)

—‌

—‌

—‌

8.10‌

(3.23‌)

3/31/2018

8.76‌

(

0.07‌)

(

0.32‌)

(

0.39‌)

—‌

—‌

—‌

8.37‌

(4.45‌)

3/31/2017

10.40‌

(

0.10‌)

(

0.23‌)

(

0.33‌)

—‌

(

1.31‌)

(

1.31‌)

8.76‌

(3.40‌)

3/31/2016

11.04‌

(

0.11‌)

0.31‌

0.20‌

—‌

(

0.84‌)

(

0.84‌)

10.40‌

2.05‌

ABSOLUTE

CAPITAL

OPPORTUNITIES

FUND

INSTITUTIONAL

SHARES

9/30/2020

$

11.90‌

(

$0.07‌)

$0.71‌

$0.64‌

(

$0.00‌)

(e)

$—‌

(

$0.00‌)

$

12.54‌

5.42‌%(c)

3/31/2020

11.50‌

0.04‌

0.36‌

0.40‌

—‌

—‌

—‌

11.9

0‌

3.48‌

3/31/2019

12.52‌

(

0.12‌)

(

0.13‌)

(

0.25‌)

—‌

(

0.77‌)

(

0.77‌)

11.50‌

(1.78‌)

3/31/2018

10.97‌

(

0.15‌)

1.70‌

1.55‌

—‌

—‌

—‌

12.52‌

14.13‌

3/31/2017

10.21‌

(

0.16‌)

0.92‌

0.76‌

—‌

—‌

—‌

10.97‌

7.44‌

3/31/2016

(f)

10.00‌

(

0.03‌)

0.24‌

0.21‌

—‌

—‌

—‌

10.21‌

2.10‌

(

c

)

ABSOLUTE

CONVERTIBLE

ARBITRAGE

FUND

INSTITUTIONAL

SHARES

9/30/2020

$

10.32‌

$0.00‌

(e)

$

0.87‌

$0.87‌

(

$

0.01‌)

$—‌

(

$0.01‌)

$11.18‌

8.43‌%(c)

3/31/2020

10.49‌

0.08‌

0.05‌

0.13‌

(

0.11‌)

(

0.19‌)

(

0.30‌)

10.32‌

1.18‌

3/31/2019

10.29‌

0.10‌

0.30‌

0.40‌

(

0.05‌)

(

0.15‌)

(

0.20‌)

10.49‌

3.95‌

3/31/2018

(g)

10.00‌

0.02‌

(h)

0.29‌

(h)

0.31‌

—‌

(

0.02‌)

(

0.02‌)

10.29‌

3.14‌

(c)

(a)

Calculated

based

on

average

shares

outstanding

during

each

period.

(b)

Reflects

the

expense

ratio

excluding

any

waivers

and/or

reimbursements.

(c)

Not

annualized.

(d)

Annualized.

(e)

Amount

represents

less

than

$0.005.

(f)

Commencement

of

operations

was

December

30,

2015.

(g)

Commencement

of

operations

was

August

14,

2017.

(h)

Net

investment

income

and

net

realized

and

unrealized

gain

(loss)

on

investments

for

the

period

ended

March

31,2018

was

restated.

See

Note

2

of

the

March

31,

2018

Annual

Report.

ABSOLUTE

FUNDS

FINANCIAL

HIGHLIGHTS

28

Absolute

Funds

See

Notes

to

Financial

Statements.

Ratios/Supplemental

Data

(Ratios

to

Average

Net

Assets)

Net

Assets,

End

of

Period

(000's)

Net

Investment

Income

(Loss)

Net

Expenses

Dividend

and

Interest

Expenses

Net

Expenses

without

Dividend

and

Interest

Expenses

Gross

Expenses(b)

Portfolio

Turnover

$

83,824‌

(0.89‌)%(

d

)

1.64‌%(

d

)

0.03‌%(

d

)

1.61‌%(

d

)

2.23‌%(d)

9‌%(

c

)

68,539‌

(0.42‌)

1.52‌

0.02‌

1.5

0‌

2.22‌

45‌

88,048‌

0.49‌

1.67‌

0.05‌

1.62‌

2.31‌

3

3‌

166,373‌

(0.87‌)

2.78‌

0.82‌

1.96‌

2.94‌

86‌

501,866‌

(0.99‌)

2.86‌

0.95‌

1.91‌

2.89‌

72‌

916,747‌

(1.02‌)

2.65‌

0.81‌

1.84‌

2.66‌

70‌

$74,971‌

(1.18‌)%(d)

1.77‌%(d)

0.02‌%(d)

1.75‌%(d)

1.83‌%(d)

72‌%(c)

57,950‌

0.37‌

1.78‌

0.03‌

1.75‌

1.87‌

46‌

50,958‌

(0.99‌)

3.02‌

1.27‌

1.75‌

3.21‌

23‌

32,338‌

(1.30‌)

2.66‌

0.86‌

1.79‌

3.52‌

66‌

14,188‌

(1.53‌)

2.62‌

0.70‌

1.92‌

3.70‌

29‌

12,221‌

(1.13‌)(

d

)

2.20‌(

d

)

0.25‌(

d

)

1.95‌(

d

)

4.37‌(

d

)

6‌(

c

)

$

223,311‌

(0.07‌)%(d)

1.77‌%(d)

0.37‌%(d)

1.40‌%(d)

1.91‌%(d)

62‌%(c)

139,865‌

0.77‌

1.59‌

0.07‌

1.52‌

1.78‌

95‌

88,768‌

0.95‌

1.91‌

0.31‌

1.60‌

2.16‌

121‌

56,065‌

0.35‌

(d)(h)

2.23‌

(d)

0.60‌

(d)

1.63‌

(d)

3.13‌(d)

76‌(

c

)

ABSOLUTE

FUNDS

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

29

Absolute

Funds

Organization

Absolute

Strategies

Fund,

Absolute

Capital

Opportunities

Fund

and

Absolute

Convertible

Arbitrage

Fund

(individually,

a

“Fund”

and

collectively,

the

“Funds”)

are

diversified

portfolios

of

Forum

Funds

(the

“Trust”).

The

Trust

is

a

Delaware

statutory

trust

that

is

registered

as

an

open-end,

management

investment

company

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“Act”).

Under

its

Trust

Instrument,

the

Trust

is

authorized

to

issue

an

unlimited

number

of

each

Fund’s

shares

of

beneficial

interest

without

par

value.

Absolute

Strategies

Fund

currently

offers

Institutional

Shares.

Institutional

Shares

commenced

operations

on

July

11,

2005.

Absolute

Strategies

Fund

seeks

to

achieve

long-

term

capital

appreciation

with

an

emphasis

on

absolute

(positive)

returns

and

low

sensitivity

to

traditional

financial

market

indices,

such

as

the

S&P

500

Index.

Absolute

Capital

Opportunities

Fund

currently

offers

Institutional

Shares.

Absolute

Capital

Opportunities

Fund

commenced

operations

on

December

30,

2015.

Absolute

Capital

Opportunities

Fund

seeks

to

achieve

long-term

capital

appreciation

with

a

lower

sensitivity

to

traditional

financial

market

indices,

such

as

the

S&P

500

Index.

Absolute

Convertible

Arbitrage

Fund

currently

offers

Institutional

Shares.

Absolute

Convertible

Arbitrage

Fund

commenced

operations

on

August

14,

2017,

after

it

acquired

the

net

assets

of

the

Mohican

VCA

Fund,

LP,

a

privately

offered

hedge

fund

(the

“Predecessor

Fund”),

in

exchange

for

Fund

shares.

The

Predecessor

Fund

commenced

operations

in

2002.

Absolute

Convertible

Arbitrage

Fund

seeks

to

achieve

positive

absolute

returns

over

the

long-term

with

low

volatility

when

compared

to

traditional

market

indices.

The

Predecessor

Fund

had

an

investment

objective

and

strategies

that

were,

in

all

material

respects,

identical

to

those

of

the

Absolute

Convertible

Arbitrage

Fund.

On

August

14,

2017,

the

Predecessor

Fund

reorganized

into

the

Absolute

Convertible

Arbitrage

Fund.

The

reorganization

of

net

assets

from

this

transaction

was

as

follows:

In

addition

to

the

securities

transferred

in,

as

noted

above,

$5,895,941

of

cash

and

other

receivables

were

also

transferred

in

as

part

of

the

reorganization.

Summary

of

Significant

Accounting

Policies

The

Funds

are

investment

companies

and

follow

accounting

and

reporting

guidance

under

Financial

Accounting

Standards

Board

(“FASB”)

Accounting

Standards

Codification

(“ASC”)

Topic

946,

“Financial

Services

–

Investment

Companies.”

These

financial

statements

are

prepared

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States

of

America

(“GAAP”),

which

require

management

to

make

estimates

and

assumptions

that

affect

the

reported

amounts

of

assets

and

liabilities,

the

disclosure

of

contingent

liabilities

at

the

date

of

the

financial

statements,

and

the

reported

amounts

of

increases

and

decreases

in

net

assets

from

operations

during

the

fiscal

period.

Actual

amounts

could

differ

from

those

estimates.

The

following

summarizes

the

significant

accounting

policies

of

each

Fund:

Security

Valuation

–

Securities

are

valued

at

market

prices

using

the

last

quoted

trade

or

official

closing

price

from

the

principal

exchange

where

the

security

is

traded,

as

provided

by

independent

pricing

services

on

each

Fund

business

day.

In

the

absence

of

a

last

trade,

securities

are

valued

at

the

mean

of

the

last

bid

and

ask

price

provided

by

the

pricing

service.

Debt

securities

may

be

valued

at

prices

supplied

by

a

fund’s

pricing

agent

based

on

broker

or

dealer

supplied

valuations

or

matrix

pricing,

a

method

of

valuing

securities

by

reference

to

the

value

of

other

securities

with

similar

characteristics

such

as

rating,

interest

rate

and

maturity.

Futures

contracts

are

valued

at

the

day’s

settlement

price

on

the

exchange

where

the

contract

is

traded.

Forward

currency

contracts

are

generally

valued

based

on

interpolation

of

forward

curve

data

points

obtained

from

major

banking

institutions

that

deal

in

foreign

currencies

and

currency

dealers.

Exchange-traded

options

for

which

the

last

quoted

sale

price

is

outside

the

closing

bid

and

ask

price

will

be

valued

at

the

mean

of

the

closing

bid

and

ask

price.

Shares

of

non-exchange

traded

open-end

mutual

funds

are

valued

at

net

asset

value

(“NAV”).

Short-term

investments

that

mature

in

sixty

days

or

less

may

be

valued

at

amortized

cost.

Date

of

Contribution

Net

Assets

Shares

Market

Value

of

Investments

August

14,

2017

$16,686,633

1,668,929

$10,790,692

ABSOLUTE

FUNDS

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

30

Absolute

Funds

Each

Fund

values

its

investments

at

fair

value

pursuant

to

procedures

adopted

by

the

Trust’s

Board

of

Trustees

(the

“Board”)

if

(1)

market

quotations

are

not

readily

available

or

(2)

the

Adviser,

as

defined

in

Note

3,

believes

that

the

values

available

are

unreliable.

The

Trust’s

Valuation

Committee,

as

defined

in

each

Fund’s

registration

statement,

performs

certain

functions

as

they

relate

to

the

administration

and

oversight

of

each

Fund’s

valuation

procedures.

Under

these

procedures,

the

Valuation

Committee

convenes

on

a

regular

and

ad

hoc

basis

to

review

such

investments

and

considers

a

number

of

factors,

including

valuation

methodologies

and

significant

unobservable

inputs,

when

arriving

at

fair

value.

The

Valuation

Committee

may

work

with

the

Adviser

to

provide

valuation

inputs.

In

determining

fair

valuations,

inputs

may

include

market-based

analytics

that

may

consider

related

or

comparable

assets

or

liabilities,

recent

transactions,

market

multiples,

book

values

and

other

relevant

investment

information.

Adviser

inputs

may

include

an

income-

based

approach

in

which

the

anticipated

future

cash

flows

of

the

investment

are

discounted

in

determining

fair

value.

Discounts

may

also

be

applied

based

on

the

nature

or

duration

of

any

restrictions

on

the

disposition

of

the

investments.

The

Valuation

Committee

performs

regular

reviews

of

valuation

methodologies,

key

inputs

and

assumptions,

disposition

analysis

and

market

activity.

Fair

valuation

is

based

on

subjective

factors

and,

as

a

result,

the

fair

value

price

of

an

investment

may

differ

from

the

security’s

market

price

and

may

not

be

the

price

at

which

the

asset

may

be

sold.

Fair

valuation

could

result

in

a

different

NAV

than

a

NAV

determined

by

using

market

quotes.

GAAP

has

a

three-tier

fair

value

hierarchy.

The

basis

of

the

tiers

is

dependent

upon

the

various

“inputs”

used

to

determine

the

value

of

each

Fund’s

investments.

These

inputs

are

summarized

in

the

three

broad

levels

listed

below:

Level

1

-

Quoted

prices

in

active

markets

for

identical

assets

and

liabilities.

Level

2

-

Prices

determined

using

significant

other

observable

inputs

(including

quoted

prices

for

similar

securities,

interest

rates,

prepayment

speeds,

credit

risk,

etc.).

Short-term

securities

with

maturities

of

sixty

days

or

less

are

valued

at

amortized

cost,

which

approximates

market

value,

and

are

categorized

as

Level

2

in

the

hierarchy.

Municipal

securities,

long-term

U.S.

government

obligations

and

corporate

debt

securities

are

valued

in

accordance

with

the

evaluated

price

supplied

by

a

pricing

service

and

generally

categorized

as

Level

2

in

the

hierarchy.

Other

securities

that

are

categorized

as

Level

2

in

the

hierarchy

include,

but

are

not

limited

to,

warrants

that

do

not

trade

on

an

exchange,

securities

valued

at

the

mean

between

the

last

reported

bid

and

ask

quotation

and

international

equity

securities

valued

by

an

independent

third

party

with

adjustments

for

changes

in

value

between

the

time

of

the

securities’

respective

local

market

closes

and

the

close

of

the

U.S.

market.

Level

3

-

Significant

unobservable

inputs

(including

each

Fund’s

own

assumptions

in

determining

the

fair

value

of

investments).

The

aggregate

value

by

input

level,

as

of

September

30,

2020,

for

each

Fund’s

investments

is

included

in

each

Fund’s

Notes

to

Schedules

of

Investments,

Securities

Sold

Short

and

Call

and

Put

Options

Written.

Security

Transactions,

Investment

Income

and

Realized

Gain

and

Loss

–

Investment

transactions

are

accounted

for

on

the

trade

date.

Dividend

income

and

expense

are

recorded

on

the

ex-dividend

date.

Non-cash

dividend

income

is

recorded

at

the

fair

market

value

of

the

securities

received.

Foreign

dividend

income

and

expense

are

recorded

on

the

ex-dividend

date

or

as

soon

as

possible

after

determining

the

existence

of

a

dividend

declaration

after

exercising

reasonable

due

diligence.

Income

and

capital

gains

on

some

foreign

securities

may

be

subject

to

foreign

withholding

taxes,

which

are

accrued

as

applicable.

Interest

income

is

recorded

on

an

accrual

basis.

Premium

is

amortized

to

the

next

call

date

above

par

and

discount

is

accreted

to

maturity

using

the

effective

interest

method.

Identified

cost

of

investments

sold

is

used

to

determine

the

gain

and

loss

for

both

financial

statement

and

federal

income

tax

purposes.

Each

Fund

estimates

components

of

distributions

from

real

estate

investment

trusts

(“REITs”).

Distributions

received

in

excess

of

income

are

recorded

as

a

reduction

of

the

cost

of

the

related

investments.

Foreign

Currency

Translations

–

Foreign

currency

amounts

are

translated

into

U.S.

dollars

as

follows:

(1)

assets

and

liabilities

at

the

rate

of

exchange

at

the

end

of

the

respective

period;

and

(2)

purchases

and

sales

of

securities

and

ABSOLUTE

FUNDS

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

31

Absolute

Funds

income

and

expenses

at

the

rate

of

exchange

prevailing

on

the

dates

of

such

transactions.

The

portion

of

the

results

of

operations

arising

from

changes

in

the

exchange

rates

and

the

portion

due

to

fluctuations

arising

from

changes

in

the

market

prices

of

securities

are

not

isolated.

Such

fluctuations

are

included

with

the

net

realized

and

unrealized

gain

or

loss

on

investments.

Foreign

Currency

Transactions

–

Each

Fund

may

enter

into

transactions

to

purchase

or

sell

foreign

currency

contracts

and

options

on

foreign

currency.

Forward

currency

contracts

are

agreements

to

exchange

one

currency

for

another

at

a

future

date

and

at

a

specified

price.

A

fund

may

use

forward

currency

contracts

to

facilitate

transactions

in

foreign

securities,

to

manage

a

fund’s

foreign

currency

exposure

and

to

protect

the

U.S.

dollar

value

of

its

underlying

portfolio

securities

against

the

effect

of

possible

adverse

movements

in

foreign

exchange

rates.

These

contracts

are

intrinsically

valued

daily

based

on

forward

rates,

and

a

fund’s

net

equity

therein,

representing

unrealized

gain

or

loss

on

the

contracts

as

measured

by

the

difference

between

the

forward

foreign

exchange

rates

at

the

dates

of

entry

into

the

contracts

and

the

forward

rates

at

the

reporting

date,

is

recorded

as

a

component

of

NAV.

These

instruments

involve

market

risk,

credit

risk,

or

both

kinds

of

risks,

in

excess

of

the

amount

recognized

in

the

Statements

of

Assets

and

Liabilities.

Risks

arise

from

the

possible

inability

of

counterparties

to

meet

the

terms

of

their

contracts

and

from

movement

in

currency

and

securities

values

and

interest

rates.

Due

to

the

risks

associated

with

these

transactions,

a

fund

could

incur

losses

up

to

the

entire

contract

amount,

which

may

exceed

the

net

unrealized

value

included

in

its

NAV.

Futures

Contracts

–

Each

Fund

may

purchase

futures

contracts

to

gain

exposure

to

market

changes,

which

may

be

more

efficient

or

cost

effective

than

actually

buying

the

securities.

A

futures

contract

is

an

agreement

between

parties

to

buy

or

sell

a

security

at

a

set

price

on

a

future

date.

Upon

entering

into

such

a

contract,

a

fund

is

required

to

pledge

to

the

broker

an

amount

of

cash,

U.S.

Government

obligations

or

other

high-quality

debt

securities

equal

to

the

minimum

“initial

margin”

requirements

of

the

exchange

on

which

the

futures

contract

is

traded.

Pursuant

to

the

contract,

the

Fund

agrees

to

receive

from

or

pay

to

the

broker

an

amount

of

cash

equal

to

the

daily

fluctuation

in

the

value

of

the

contract.

Such

receipts

or

payments

are

known

as

“variation

margin”

and

are

recorded

by

the

Fund

as

unrealized

gains

or

losses.

When

the

contract

is

closed,

the

Fund

records

a

realized

gain

or

loss

equal

to

the

difference

between

the

value

of

the

contract

at

the

time

it

was

opened

and

value

at

the

time

it

was

closed.

Risks

of

entering

into

futures

contracts

include

the

possibility

that

there

may

be

an

illiquid

market

and

that

a

change

in

the

value

of

the

contract

may

not

correlate

with

changes

in

the

value

of

the

underlying

securities.

Notional

amounts

of

each

individual

futures

contract

outstanding

as

of

September

30,

2020,

for

Absolute

Strategies

Fund,

are

disclosed

in

the

Notes

to

Schedule

of

Investments

and

Put

Options

Written.

Securities

Sold

Short

–

Each

Fund

may

sell

a

security

short

to

increase

investment

returns.

Each

Fund

may

also

sell

a

security

short

in

anticipation

of

a

decline

in

the

market

value

of

a

security.

A

short

sale

is

a

transaction

in

which

the

Fund

sells

a

security

that

it

does

not

own.

To

complete

the

transaction,

the

Fund

must

borrow

the

security

in

order

to

deliver

it

to

the

buyer.

The

Fund

must

replace

the

borrowed

security

by

purchasing

it

at

market

price

at

the

time

of

replacement;

the

price

may

be

higher

or

lower

than

the

price

at

which

the

Fund

sold

the

security.

The

Fund

incurs

a

loss

from

a

short

sale

if

the

price

of

the

security

increases

between

the

date

of

the

short

sale

and

the

date

on

which

the

Fund

replaces

the

borrowed

security.

The

Fund

realizes

a

profit

if

the

price

of

the

security

declines

between

those

dates.

Until

the

Fund

replaces

the

borrowed

security,

the

Fund

will

maintain

on

its

books

and

records

cash

and

long

securities

to

sufficiently

cover

its

short

position

on

a

daily

basis.

The

collateral

for

the

securities

sold

short

includes

the

Deposits

with

Brokers

as

shown

on

the

Statements

of

Assets

and

Liabilities

and

the

securities

held

long

as

shown

on

the

Schedules

of

Investments.

Dividends

and

interest

paid

on

securities

sold

short

are

recorded

as

an

expense

on

the

Statements

of

Operations.

Purchased

Options

–

When

a

fund

purchases

an

option,

an

amount

equal

to

the

premium

paid

by

the

fund

is

recorded

as

an

investment

and

is

subsequently

adjusted

to

the

current

value

of

the

option

purchased.

If

an

option

expires

on

the

stipulated

expiration

date

or

if

the

fund

enters

into

a

closing

sale

transaction,

a

gain

or

loss

is

realized.

If

a

call

option

is

exercised,

the

cost

of

the

security

acquired

is

increased

by

the

premium

paid

for

the

call.

If

a

put

option

ABSOLUTE

FUNDS

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

32

Absolute

Funds

is

exercised,

a

gain

or

loss

is

realized

from

the

sale

of

the

underlying

security,

and

the

proceeds

from

such

sale

are

decreased

by

the

premium

originally

paid.

Purchased

options

are

non-income

producing

securities.

The

values

of

each

individual

purchased

option

outstanding

as

of

September

30,

2020,

for

each

Fund,

if

any,

are

disclosed

in

each

Fund’s

Schedule

of

Investments.

Written

Options

–

When

a

fund

writes

an

option,

an

amount

equal

to

the

premium

received

by

the

fund

is

recorded

as

a

liability

and

is

subsequently

adjusted

to

the

current

value

of

the

option

written.

Premiums

received

from

writing

options

that

expire

unexercised

are

treated

by

the

fund

on

the

expiration

date

as

realized

gain

from

written

options.

The

difference

between

the

premium

and

the

amount

paid

on

effecting

a

closing

purchase

transaction,

including

brokerage

commissions,

is

also

treated

as

a

realized

gain,

or

if

the

premium

is

less

than

the

amount

paid

for

the

closing

purchase

transaction,

as

a

realized

loss.

If

a

call

option

is

exercised,

the

premium

is

added

to

the

proceeds

from

the

sale

of

the

underlying

security

in

determining

whether

the

fund

has

realized

a

gain

or

loss.

If

a

put

option

is

exercised,

the

premium

reduces

the

cost

basis

of

the

securities

purchased

by

the

fund.

The

fund,

as

writer

of

an

option,

bears

the

market

risk

of

an

unfavorable

change

in

the

price

of

the

security

underlying

the

written

option.

Written

options

are

non-income

producing

securities.

The

values

of

each

individual

written

option

outstanding

as

of

September

30,

2020,

for

each

Fund,

if

any,

are

disclosed

in

each

Fund’s

Schedule

of

Call

and

Put

Options

Written.

Restricted

Securities

–

Each

Fund

may

invest

in

securities

that

are

subject

to

legal

or

contractual

restrictions

on

resale

(“restricted

securities”).

Restricted

securities

may

be

resold

in

transactions

that

are

exempt

from

registration

under

the

Federal

securities

laws

or

if

the

securities

are

registered

to

the

public.

The

sale

or

other

disposition

of

these

securities

may

involve

additional

expenses

and

the

prompt

sale

of

these

securities

at

an

acceptable

price

may

be

difficult.

Information

regarding

restricted

securities

held

by

each

Fund

is

included

in

their

Schedule

of

Investments,

if

applicable.

When-Issued

Transactions

–

Each

Fund

may

purchase

securities

on

a

forward

commitment

or

‘when-issued’

basis.

A

fund

records

a

when-issued

transaction

on

the

trade

date

and

will

segregate

with

the

custodian

qualifying

assets

that

have

a

value

sufficient

to

make

payment

for

the

securities

purchased.

Securities

purchased

on

a

when-issued

basis

are

marked-to-market

daily

and

the

fund

begins

earning

interest

on

the

settlement

date.

Losses

may

arise

due

to

changes

in

the

market

value

of

the

underlying

securities

or

if

the

counterparty

does

not

perform

under

the

contract.

Distributions

to

Shareholders

–

Distributions

to

shareholders

of

net

investment

income,

if

any,

are

declared

and

paid

semi-annually.

Distributions

to

shareholders

of

net

capital

gains

and

foreign

currency

gains,

if

any,

are

declared

and

paid

at

least

annually.

Distributions

to

shareholders

are

recorded

on

the

ex-dividend

date.

Distributions

are

based

on

amounts

calculated

in

accordance

with

applicable

federal

income

tax

regulations,

which

may

differ

from

GAAP.

These

differences

are

due

primarily

to

differing

treatments

of

income

and

gain

on

various

investment

securities

held

by

each

Fund,

timing

differences

and

differing

characterizations

of

distributions

made

by

each

Fund.

Federal

Taxes

–

Each

Fund

intends

to

continue

to

qualify

each

year

as

a

regulated

investment

company

under

Subchapter

M

of

Chapter

1,

Subtitle

A,

of

the

Internal

Revenue

Code

of

1986,

as

amended

(“Code”),

and

to

distribute

all

of

their

taxable

income

to

shareholders.

In

addition,

by

distributing

in

each

calendar

year

substantially

all

of

their

net

investment

income

and

capital

gains,

if

any,

the

Funds

will

not

be

subject

to

a

federal

excise

tax.

Therefore,

no

federal

income

or

excise

tax

provision

is

required.

Each

Fund

files

a

U.S.

federal

income

and

excise

tax

return

as

required.

Each

Fund’s

federal

income

tax

returns

are

subject

to

examination

by

the

Internal

Revenue

Service

for

a

period

of

three

fiscal

years

after

they

are

filed.

As

of

September

30,

2020,

there

are

no

uncertain

tax

positions

that

would

require

financial

statement

recognition,

de-recognition

or

disclosure.

Income

and

Expense

Allocation

–

The

Trust

accounts

separately

for

the

assets,

liabilities

and

operations

of

each

of

its

investment

portfolios.

Expenses

that

are

directly

attributable

to

more

than

one

investment

portfolio

are

allocated

among

the

respective

investment

portfolios

in

an

equitable

manner.

ABSOLUTE

FUNDS

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

33

Absolute

Funds

Commitments

and

Contingencies

–

In

the

normal

course

of

business,

each

Fund

enters

into

contracts

that

provide

general

indemnifications

by

each

Fund

to

the

counterparty

to

the

contract.

Each

Fund’s

maximum

exposure

under

these

arrangements

is

dependent

on

future

claims

that

may

be

made

against

each

Fund

and,

therefore,

cannot

be

estimated;

however,

based

on

experience,

the

risk

of

loss

from

such

claims

is

considered

remote.

Each

Fund

has

determined

that

none

of

these

arrangements

requires

disclosure

on

each

Fund’s

balance

sheet.

Fees

and

Expenses

Investment

Adviser

–

Absolute

Investment

Advisers

LLC

(the

“Adviser”)

is

the

investment

adviser

to

each

Fund.

Pursuant

to

an

investment

advisory

agreement,

the

Adviser

receives

an

advisory

fee

from

Absolute

Strategies

Fund,

Absolute

Capital

Opportunities

Fund

and

Absolute

Convertible

Arbitrage

Fund

at

an

annual

rate

of

1.60%,

1.40%

and

1.20%,

respectively,

of

each

Fund’s

average

daily

net

assets.

Each

sub-advisory

fee,

calculated

as

a

percentage

of

each

Fund’s

average

daily

net

assets

managed

by

each

subadviser,

is

paid

by

the

Adviser.

Distribution

–

Foreside

Fund

Services,

LLC

serves

as

each

Fund’s

distributor

(the

“Distributor”).

The

Funds

do

not

have

a

distribution

(12b-1)

plan;

accordingly,

the

Distributor

does

not

receive

compensation

from

the

Funds

for

its

distribution

services.

The

Adviser

compensates

the

Distributor

directly

for

its

services.

The

Distributor

is

not

affiliated

with

the

Adviser

or

Atlantic

Fund

Administration,

LLC,

a

wholly

owned

subsidiary

of

Apex

US

Holdings,

LLC

(d/b/a

Apex

Fund

Services)

(“Apex”)

or

their

affiliates.

Other

Service

Providers

–

Apex

provides

fund

accounting,

fund

administration,

compliance

and

transfer

agency

services

to

each

Fund.

The

fees

related

to

these

services

are

included

in

Fund

services

fees

within

the

Statements

of

Operations.

Apex

also

provides

certain

shareholder

report

production

and

EDGAR

conversion

and

filing

services.

Pursuant

to

an

Apex

Services

Agreement,

each

Fund

pays

Apex

customary

fees

for

its

services.

Apex

provides

a

Principal

Executive

Officer,

a

Principal

Financial

Officer,

a

Chief

Compliance

Officer

and

an

Anti-Money

Laundering

Officer

to

each

Fund,

as

well

as

certain

additional

compliance

support

functions.

Trustees

and

Officers

–

The

Trust

pays

each

independent

Trustee

an

annual

retainer

of

$31,000

for

services

to

the

Trust

($41,000

for

the

Chairman).

The

Audit

Committee

Chairman

receives

an

additional

$2,000

annually.

The

Trustees

and

Chairman

may

receive

additional

fees

for

special

Board

meetings.

Each

Trustee

is

also

reimbursed

for

all

reasonable

out-of-pocket

expenses

incurred

in

connection

with

his

or

her

duties

as

a

Trustee,

including

travel

and

related

expenses

incurred

in

attending

Board

meetings.

The

amount

of

Trustees’

fees

attributable

to

each

Fund

is

disclosed

in

the

Statements

of

Operations.

Certain

officers

of

the

Trust

are

also

officers

or

employees

of

the

above

named

service

providers,

and

during

their

terms

of

office

received

no

compensation

from

each

Fund.

Expense

Reimbursement

and

Fees

Waived

The

Adviser

has

contractually

agreed

to

waive

its

fee

and/or

reimburse

Fund

expenses

to

limit

total

annual

operating

expenses

(excluding

all

taxes,

interest,

portfolio

transaction

expenses,

dividend

and

interest

expenses

on

short

sales,

acquired

fund

fees

and

expenses,

broker

charges,

proxy

expenses

and

extraordinary

expenses)

of

Absolute

Strategies

Fund

to

1.99%,

through

August

1,

2021.

For

the

period

ended

September

30,

2020,

the

Adviser

did

not

waive

any

fees

or

reimburse

expenses

in

the

Absolute

Strategies

Fund

pursuant

to

this

agreement.

During

the

year,

Absolute

Strategies

Fund

invested

in

Absolute

Capital

Opportunities

Fund

and

Absolute

Convertible

Arbitrage

Fund.

As

of

September

30,

2020,

Absolute

Strategies

Fund

owned

approximately

20.1%

and

9.5%

of

Absolute

Capital

Opportunities

Fund

and

Absolute

Convertible

Arbitrage

Fund,

respectively.

The

Adviser

has

agreed

to

waive

fees

owed

to

it

by

the

Absolute

Strategies

Fund

in

an

amount

equal

to

the

fee

it

receives

from

Absolute

Capital

Opportunities

Fund

and

Absolute

Convertible

Arbitrage

Fund

based

on

Absolute

Strategies

Fund’s

investment

in

Absolute

Capital

Opportunities

Fund

and

Absolute

Convertible

Arbitrage

Fund.

For

the

period

ended

September

30,

2020,

the

Adviser

waived

fees

of

$236,569

related

to

these

affiliated

investments

and

these

waivers

are

not

subject

to

recoupment.

The

Adviser

has

contractually

agreed

to

waive

its

fee

and/or

reimburse

expenses

to

limit

total

annual

operating

expenses

(excluding

all

taxes,

interest,

portfolio

transaction

expenses,

dividend

and

interest

expenses

on

short

ABSOLUTE

FUNDS

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

34

Absolute

Funds

sales,

acquired

fund

fees

and

expenses,

broker

charges,

proxy

expenses

and

extraordinary

expenses)

of

Absolute

Capital

Opportunities

Fund

to

1.75%

through

August

1,

2021.

The

Adviser

waived

fees

of

$22,514

for

Absolute

Capital

Opportunities

Fund

for

the

period

ended

September

30,

2020.

The

Adviser

has

also

contractually

agreed

to

waive

its

fee

and/or

reimburse

expenses

to

limit

total

annual

operating

expenses

(excluding

all

taxes,

interest,

portfolio

transaction

expenses,

dividend

and

interest

expenses

on

short

sales,

acquired

fund

fees

and

expenses,

broker

charges,

proxy

expenses

and

extraordinary

expenses)

of

Absolute

Convertible

Arbitrage

Fund

to

1.40%

through

August

1,

2021.

In

addition,

the

Adviser

has

contractually

agreed

to

waive

its

fee

and/or

reimburse

expenses

to

limit

total

annual

operating

expenses

(excluding

all

taxes,

interest,

portfolio

transaction

expenses,

dividend

and

interest

expenses

on

short

sales,

acquired

fund

fees

and

expenses,

broker

charges,

proxy

expenses

and

extraordinary

expenses)

of

Absolute

Convertible

Arbitrage

Fund

to

1.20%

when

the

Absolute

Convertible

Arbitrage

Fund

reaches

$250

million

in

assets

under

management.

Other

service

providers

have

voluntarily

agreed

to

waive

a

portion

of

their

fees.

The

Adviser

waived

fees

of

$79,069

and

other

service

providers

waived

fees

of

$47,474,

for

Absolute

Convertible

Arbitrage

Fund,

for

the

period

ended

September

30,

2020.

The

Funds

may

repay

the

Adviser

for

fees

waived

and

expenses

reimbursed

pursuant

to

the

expense

cap

if

such

payment

is

made

within

three

years

of

the

fee

waiver

or

expense

reimbursement

and

does

not

cause

the

total

annual

fund

operating

expenses

after

fee

waiver

and/or

expense

reimbursement

of

the

Funds

to

exceed

the

lesser

of

(i)

the

then-current

expense

cap,

and

(ii)

the

expense

cap

in

place

at

the

time

the

fees/expenses

were

waived/

reimbursed.

As

of

September

30,

2020,

$0,

$161,590

and

$352,761

for

Absolute

Strategies

Fund,

Absolute

Capital

Opportunities

Fund

and

Absolute

Convertible

Arbitrage

Fund,

respectively,

is

subject

to

recapture

by

the

Adviser.

Other

waivers

are

not

eligible

for

recoupment.

Security

Transactions

The

cost

of

purchases

and

proceeds

from

sales

of

investment

securities

(including

maturities),

other

than

short-term

investments

during

the

period

ended

September

30,

2020

,

were

as

follows:

Summary

of

Derivative

Activity

The

volume

of

open

derivative

positions

may

vary

on

a

daily

basis

as

each

Fund

transacts

derivative

contracts

in

order

to

achieve

the

exposure

desired

by

the

Adviser.

The

notional

value

of

activity

for

the

period

ended

September

30,

2020

,

for

any

derivative

type

during

the

period

is

as

follows:

Each

Fund’s

use

of

derivatives

for

the

period

ended

September

30,

2020

,

was

limited

to

options

and

futures

contracts.

Non-U.S.

Government

Obligations

Purchases

Sales

Absolute

Strategies

Fund

$

4,789,150‌

$

8,579,272‌

Absolute

Capital

Opportunities

Fund

26,076,707‌

35,074,003‌

Absolute

Convertible

Arbitrage

Fund

129,678,125‌

99,657,483‌

Absolute

Strategies

Fund

Absolute

Capital

Opportunities

Fund

Absolute

Convertible

Arbitrage

Fund

Futures

Contracts

$

948,807,373‌

$

–‌

$

27,624,039‌

Purchased

Options

6,077,447‌

19,184,749‌

–‌

Written

Options

(3,100,766‌)

(44,196,988‌)

–‌

ABSOLUTE

FUNDS

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

35

Absolute

Funds

Following

is

a

summary

of

the

effect

of

derivatives

on

the

Statements

of

Assets

and

Liabilities

as

of

September

30,

2020

:

Absolute

Strategies

Fund

Absolute

Capital

Opportunities

Fund

Realized

and

unrealized

gains

and

losses

on

derivatives

contracts

for

the

period

ended

September

30,

2020

,

are

recorded

by

each

Fund

in

the

following

locations

on

the

Statements

of

Operations:

Absolute

Strategies

Fund

Absolute

Capital

Opportunities

Fund

Location:

Equity

Risk

Asset

derivatives:

Investments,

at

value

$

895,875‌

Liability

derivatives:

Call

options

written

$

(140,000‌)

Location:

Equity

Risk

Asset

derivatives:

Investments,

at

value

$

3,452,546‌

Liability

derivatives:

Call

options

written

$

(1,624,608‌)

Put

options

written

(23,421‌)

Total

liability

derivatives

$

(1,648,029‌)

Location:

Equity

Contracts

Interest

Contracts

Total

Net

realized

gain

(loss)

on:

Investments

$

(720,337‌)

$

–‌

$

(720,337‌)

Written

options

355,219‌

–‌

355,219‌

Futures

(7,640,829‌)

31,539‌

(7,609,290‌)

Total

net

realized

gain

(loss)

$

(8,005,947‌)

$

31,539‌

$

(7,974,408‌)

Net

change

in

unrealized

appreciation

(depreciation)

on:

Investments

$

645,686‌

$

–‌

$

645,686‌

Written

options

(210,993‌)

–‌

(210,993‌)

Futures

320,108‌

7,956‌

328,064‌

Total

net

change

in

unrealized

appreciation

(depreciation)

$

754,801‌

$

7,956‌

$

762,757‌

Location:

Equity

Contracts

Net

realized

gain

(loss)

on:

Investments

$

(5,931,750‌)

Written

options

(3,911,930‌)

Total

net

realized

gain

(loss)

$

(9,483,680‌)

Net

change

in

unrealized

appreciation

(depreciation)

on:

Investments

$

1,763,068‌

Written

options

1,873,884‌

Total

net

change

in

unrealized

appreciation

(depreciation)

$

3,636,952‌

ABSOLUTE

FUNDS

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

36

Absolute

Funds

Absolute

Convertible

Arbitrage

Fund

Asset

(Liability)

amounts

shown

in

the

table

below

represent

amounts

for

derivative

related

investments

at

September

30,

2020.

These

amounts

may

be

collateralized

by

cash

or

financial

instruments.

Federal

Income

Tax

As

of

September

30,

2020,

cost

for

federal

income

tax

purposes

is

substantially

the

same

as

for

financial

statement

purposes

and

unrealized

appreciation

(depreciation)

consists

of:

As

of

March

31,

2020,

distributable

earnings

(accumulated

loss)

on

a

tax

basis

were

as

follows:

The

difference

between

components

of

distributable

earnings

on

a

tax

basis

and

the

amounts

reflected

in

the

Statements

of

Assets

and

Liabilities

are

primarily

due

to

return

of

capital

on

equity

securities,

convertible

bond

deemed

dividends,

wash

sales,

futures,

constructive

sales,

straddles

and

cover

loss

deferrals.

Location:

Interest

Contracts

Net

realized

gain

(loss)

on:

Futures

$

(68,828‌)

Total

net

realized

gain

(loss)

$

(68,828‌)

Net

change

in

unrealized

appreciation

(depreciation)

on:

Futures

$

(10,454‌)

Total

net

change

in

unrealized

appreciation

(depreciation)

$

(10,454‌)

Gross

Asset

(Liability)

as

Presented

in

the

Statement

of

Assets

and

Liabilities

Financial

Instruments

(Received)

Pledged*

Cash

Collateral

(Received)

Pledged*

Net

Amount

Absolute

Strategies

Fund

Assets:

Over-the-counter

derivatives**

$

859,875‌

$

–‌

$

–‌

$

859,875‌

Liabilities:

Over-the-counter

derivatives**

(140,000‌)

140,000‌

–‌

–‌

Absolute

Capital

Opportunities

Fund

Assets:

Over-the-counter

derivatives**

3,452,546‌

–‌

–‌

3,452,546‌

Liabilities:

Over-the-counter

derivatives**

(1,648,029‌)

1,648,029‌

–‌

–‌

*

The

actual

financial

instruments

and

cash

collateral

(received)

pledged

may

be

in

excess

of

the

amounts

shown

in

the

table.

The

table

only

reflects

collateral

amounts

up

to

the

amount

of

the

financial

instrument

disclosed

on

the

Statement

of

Assets

and

Liabilities.

**

Over-the-counter

derivatives

may

consist

of

options

and

futures

contracts.

The

amounts

disclosed

above

represent

the

exposure

to

one

or

more

counterparties.

For

further

detail

on

individual

derivative

contracts

and

the

corresponding

unrealized

appreciation

(depreciation),

see

the

Schedule

of

Call

and

Put

Options

Written.

Gross

Unrealized

Appreciation

Gross

Unrealized

Depreciation

Net

Unrealized

Appreciation

Absolute

Strategies

Fund

$

7,954,336‌

$

(879,032‌)

$

7,075,304‌

Absolute

Capital

Opportunities

Fund

9,904,138‌

(3,319,246‌)

6,584,892‌

Absolute

Convertible

Arbitrage

Fund

32,176,548‌

(19,324,938‌)

12,851,610‌

Undistributed

Ordinary

Income

Undistributed

Long-Term

Gain

Capital

and

Other

Losses

Unrealized

Appreciation/

(Depreciation)

Total

Absolute

Strategies

Fund

$

–‌

$

–‌

$

(28,209,839‌)

$

830,226‌

$

(27,379,613‌)

Absolute

Capital

Opportunities

Fund

12,275,138‌

222,259‌

–‌

(11,365,015‌)

1,132,382‌

Absolute

Convertible

Arbitrage

Fund

158,181‌

1,990,991‌

–‌

(2,073,392‌)

75,780‌

ABSOLUTE

FUNDS

NOTES

TO

FINANCIAL

STATEMENTS

September

30,

2020

37

Absolute

Funds

As

of

March

31,

2020,

the

Absolute

Strategies

Fund

has

$28,056,525

of

available

short-term

capital

loss

carryforwards

that

have

no

expiration

date.

For

tax

purposes,

the

current

deferred

late

year

ordinary

loss

was

$153,314

for

Absolute

Strategies

Fund

(realized

during

the

period

January

1,

2020

through

March

31,

2020).

These

losses

were

recognized

for

tax

purposes

on

the

first

business

day

of

the

Fund’s

current

fiscal

year,

April

1,

2020.

Subsequent

Events

The

global

outbreak

of

the

COVID-19

virus

has

caused

negative

effects

on

many

companies,

sectors,

countries,

regions,

and

financial

markets

in

general,

and

uncertainty

exists

as

to

its

long-term

implications.

The

effects

of

the

pandemic

may

adversely

impact

each

Funds'

assets

and

performance.

The

financial

statements

do

not

include

any

adjustments

that

might

result

from

the

outcome

of

this

uncertainty.

ABSOLUTE

FUNDS

ADDITIONAL

INFORMATION

September

30,

2020

38

Absolute

Funds

Liquidity

Risk

Management

Program

The

Funds

have

adopted

and

implemented

a

written

liquidity

risk

management

program,

as

required

by

Rule

22e-

4

(the

“Liquidity

Rule”)

under

the

Investment

Company

Act

of

1940,

as

amended.

The

liquidity

risk

management

program

is

reasonably

designed

to

assess

and

manage

the

Fund’s

liquidity

risk,

taking

into

consideration,

among

other

factors,

the

Funds'

investment

strategy

and

the

liquidity

of

the

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

conditions;

its

short

and

long-term

cash

flow

projections;

and

its

cash

holdings

and

access

to

other

funding

sources.

The

Board

approved

the

designation

of

the

Trust’s

Valuation

Committee

as

the

administrator

of

the

liquidity

risk

management

program

(the

“Program

Administrator”).

The

Program

Administrator

is

responsible

for

the

administration

and

oversight

of

the

program

and

for

reporting

to

the

Board

on

at

least

an

annual

basis

regarding,

among

other

things,

the

program’s

operation,

adequacy,

and

effectiveness.

The

Program

Administrator

assessed

the

Fund’s

liquidity

risk

profile

based

on

information

gathered

for

the

period

June

1,

2019

through

June

30,

2020

in

order

to

prepare

a

written

report

to

the

Board

for

review

at

its

meeting

held

on

September

11,

2020.

The

Program

Administrator’s

written

report

stated

that:

(i)

the

Funds

are

able

to

meet

redemptions

in

normal

and

reasonably

foreseeable

stressed

conditions

and

without

significant

dilution

of

remaining

shareholders’

interests

in

the

Funds;

(ii)

the

Funds'

strategy

is

appropriate

for

an

open-end

mutual

fund;

(iii)

the

liquidity

classification

determinations

regarding

the

Funds'

portfolio

investments,

which

take

into

account

a

variety

of

factors

and

may

incorporate

analysis

from

one

or

more

third-party

data

vendors,

remained

appropriate;

(iv)

the

Funds

did

not

approach

the

internal

triggers

set

forth

in

the

liquidity

risk

management

program

or

the

regulatory

percentage

limitation

(15%)

on

holdings

in

illiquid

investments;

(v)

it

continues

to

be

appropriate

to

not

set

a

“highly

liquid

investment

minimum”

for

the

Funds

because

the

Funds

primarily

hold

“highly

liquid

investments”;

and

(vi)

the

liquidity

risk

management

program

remains

reasonably

designed

and

adequately

implemented

to

prevent

violations

of

the

Liquidity

Rule.

The

report

also

reviewed

the

changes

to

the

Program

since

its

inception.

No

significant

liquidity

events

impacting

the

Funds

or

proposed

changes

to

the

liquidity

risk

management

program

were

noted

in

the

report.

Shareholder

Proxy

Vote

At

a

special

meeting

of

shareholders

held

on

September

25,

2020,

shares

were

voted

as

follows

on

the

proposal

presented

to

shareholders:

Matter

For

Against

Abstain

To

approve

an

investment

advisory

agree-

ment

between

Forum

Funds,

on

behalf

of

Absolute

Strategies

Fund

and

Absolute

Investment

Advisers,

LLC.

5,473,773

(98.95%)

5,221

(0.09%)

52,718

(0.95%)

Matter

For

Against

Abstain

To

approve

an

investment

advisory

agree-

ment

between

Forum

Funds,

on

behalf

of

Absolute

Capital

Opportunities

Fund

and

Absolute

Investment

Advisers,

LLC.

2,931,578

(99.68%)

7,427

(0.25%)

2,072

(0.07%)

Matter

For

Against

Abstain

To

approve

an

investment

advisory

agree-

ment

between

Forum

Funds,

on

behalf

of

Absolute

Convertible

Arbitrage

Fund

and

Absolute

Investment

Advisers,

LLC.

10,361,502

(99.96%)

1,060

(0.01%)

3,061

(0.03%)

ABSOLUTE

FUNDS

ADDITIONAL

INFORMATION

September

30,

2020

39

Absolute

Funds

Investment

Advisory

Agreement

Approval

At

its

meeting

held

on

June

23,

2020,

the

Board,

including

the

trustees

who

are

not

parties

to

the

agreement

or

interested

persons

of

any

such

party

(other

than

as

trustees

of

the

Trust)

(the

“Independent

Trustees”),

considered

the

approval

of

an

interim

investment

advisory

agreement

and

a

new

investment

advisory

agreement

(together,

the

“New

Advisory

Agreements”)

between

the

Adviser

and

the

Trust,

on

behalf

of

Absolute

Strategies

Fund

(the

“Strategies

Fund”),

Absolute

Capital

Opportunities

Fund

(the

“Opportunities

Fund”)

and

Absolute

Convertible

Arbitrage

Fund

(the

“Arbitrage

Fund”,

and

together

with

the

Strategies

Fund

and

the

Opportunities

Fund,

the

“Funds”).

The

Board

also

considered

the

approval

of

interim

investment

subadvisory

agreements

and

new

investment

subadvisory

agreements

(together,

the

“New

Subadvisory

Agreements”)

between

the

Adviser

and

each

of

Mohican

Financial

Management

(with

respect

to

the

Arbitrage

Fund),

Kovitz

Investment

Group

Partners

(with

respect

to

the

Opportunities

Fund),

and

St.

James

Investment

Company

(with

respect

to

the

Strategies

Fund)

(each,

a

“Subadviser”

and

together,

the

“Subadvisers”).

The

New

Advisory

Agreements

were

being

considered

in

connection

with

the

termination

of

the

investment

advisory

agreements

between

the

Adviser

and

the

Trust

dated

May

5,

2005

(with

respect

to

the

Strategies

Fund)

and

June

12,

2015,

as

amended

(with

respect

to

the

Opportunities

Fund

and

Arbitrage

Fund)

(the

“Original

Agreements”)

in

connection

with

the

redemption

by

two

owners

of

their

interests

in

the

Adviser

(the

“Transaction”).

The

New

Subadvisory

Agreements

were

also

being

considered

in

connection

with

the

Transaction

in

recognition

of

the

fact

that

the

investment

subadvisory

agreements

between

the

Adviser

and

each

Subadviser

would

terminate

concurrently

with

the

termination

of

the

investment

advisory

agreements.

The

New

Advisory

Agreements

and

the

New

Subadvisory

Agreements

are

hereinafter

collectively

referred

to

as

the

“New

Agreements.”

In

preparation

for

its

deliberations

in

considering

the

New

Agreements,

the

Board

requested

and

reviewed

written

responses

from

the

Adviser

and

each

Subadviser

to

a

due

diligence

questionnaire

circulated

on

the

Board’s

behalf

concerning

the

Adviser’s

and

each

Subadviser’s

personnel,

operations,

financial

condition,

historic

performance,

and

services

to

be

provided

to

the

Funds

by

the

Adviser

and

each

Subadviser

under

the

New

Agreements.

The

Board

also

discussed

the

materials

with

Fund

counsel

and,

as

necessary,

with

the

Trust’s

administrator.

During

its

deliberations,

the

Board

received

an

oral

presentation

from

senior

representatives

of

the

Adviser

and

was

assisted

by

the

advice

of

Trustee

counsel.

At

the

meeting,

the

Board

reviewed,

among

other

matters:

(1)

the

nature,

extent

and

quality

of

the

services

expected

to

be

provided

to

the

Funds

by

the

Adviser

and

each

Subadviser

under

the

New

Agreements,

including

information

on

the

investment

performance

of

the

Funds;

(2)

the

anticipated

costs

of

the

services

to

be

provided

and

projected

profitability

of

the

Adviser

and

its

affiliates

from

the

relationship

with

the

Funds,

including

the

contractual

expense

limitation

arrangements

for

the

Funds;

(3)

the

advisory

fees

to

be

paid

to

the

Adviser

and

each

Subadviser

and

total

expense

ratio

of

the

Funds

compared

to

relevant

peer

groups

of

funds;

(4)

the

extent

to

which

economies

of

scale

may

be

realized

by

each

Fund

as

it

grows

and

whether

the

advisory

fee

structure

enables

investors

to

share

in

the

benefits

of

any

economies

of

scale;

and

(5)

other

benefits

expected

to

be

received

by

the

Adviser

and

Subadvisers

and

their

affiliates

from

their

relationship

with

the

Funds.

In

addition,

the

Board

recognized

that

the

evaluation

process

with

respect

to

the

Adviser

and

each

Subadviser

was

an

ongoing

one

and,

in

this

regard,

the

Board

considered

information

provided

by

the

Adviser,

including

about

the

Subadvisers’

performance,

at

regularly

scheduled

meetings

during

the

past

year.

In

that

regard,

the

Board

recognized

that

the

Original

Agreements,

which

were

substantially

the

same

as

the

New

Agreements,

had

recently

been

renewed

at

an

in-person

meeting

of

the

Board

held

on

December

12,

2019

and,

in

this

regard,

the

Board

considered

information

provided

by

the

Adviser

at

that

time.

The

Board

considered

the

following

factors

and

reached

the

following

conclusions

in

considering

the

approval

of

the

New

Agreements:

ABSOLUTE

FUNDS

ADDITIONAL

INFORMATION

September

30,

2020

40

Absolute

Funds

Nature,

Extent

and

Quality

of

Services

Based

on

written

materials

received

from

the

Adviser

and

each

Subadviser,

a

presentation

from

senior

representatives

of

the

Adviser,

and

a

discussion

with

the

Adviser

about

the

personnel,

operations

and

financial

condition

of

the

Adviser

and

each

Subadviser,

the

Board

considered

the

quality

of

services

to

be

provided

by

the

Adviser

and

each

Subadviser

under

the

New

Agreements.

In

this

regard,

the

Board

considered

information

regarding

the

experience,

qualifications

and

professional

background

of

the

portfolio

managers

and

other

personnel

at

the

Adviser

and

the

Subadvisers

with

principal

responsibility

for

the

Funds’

investments;

the

investment

philosophy

and

decision-making

processes

of

the

Adviser;

the

capability

and

integrity

of

the

Adviser’s

senior

management

and

staff;

the

quality

of

the

Adviser’s

services

with

respect

to

regulatory

compliance;

and

the

Adviser’s

representations

regarding

its

financial

condition,

including

that

the

firm’s

financial

condition

would

not

impair

its

ability

to

provide

high-quality

advisory

services

to

the

Funds.

Based

on

the

presentation

and

the

materials

provided

by

the

Adviser,

among

other

relevant

considerations,

the

Board

concluded

that,

overall,

it

was

satisfied

with

the

nature,

extent

and

quality

of

services

to

be

provided

to

the

Funds

by

the

Adviser

and

each

Subadviser

under

the

New

Agreements.

Performance

In

connection

with

a

presentation

by

the

Adviser

regarding

its

approach

to

managing

the

Funds,

including

the

Fund’s

investment

objectives

and

strategies

and

the

Adviser’s

assessment

of

the

Subadvisers’

services,

the

Board

reviewed

the

performance

of

the

Funds

compared

to

their

respective

benchmark

indices.

The

Board

observed

that

the

Strategies

Fund

outperformed

its

primary

benchmark

index,

the

S&P

500

Index,

for

the

one-year

period

ended

March

31,

2020

and

underperformed

its

primary

benchmark

index

for

the

three-,

five-,

and

10-year

periods

ended

March

31,

2020,

and

for

the

period

since

the

Strategies

Fund’s

inception

on

July

27,

2005.

The

Board

observed

that

the

Opportunities

Fund

outperformed

its

primary

benchmark

index,

the

HFRX

Equity

Hedge

Index,

for

the

one-

and

three-year

periods

ended

March

31,

2020

and

for

the

period

since

the

Opportunities

Fund’s

inception

on

December

30,

2015.

The

Board

observed

that

the

Arbitrage

Fund

outperformed

its

primary

benchmark

index,

the

HFRX

Fixed

Income

Convertible

Arbitrage

Index,

for

the

one-,

three-,

five-,

and

10-year

periods

ended

March

31,

2020

and

for

the

period

since

the

Arbitrage

Fund’s

inception

on

September

30,

2002,

though

the

Board

noted

that

the

Arbitrage

Fund’s

performance

for

periods

prior

to

August

2017

was

that

of

the

Arbitrage

Fund’s

predecessor

private

fund.

The

Board

noted

the

Adviser’s

representation

that

it

was

not

the

objective

of

the

Funds

to

outperform

specific

market

indices

because

the

Funds

employ

unique

investment

strategies

that

are

intended

to

seek

positive

returns

over

a

complete

market

cycle,

including

in

particular

market

downturns,

irrespective

of

any

benchmark

or

market

performance.

The

Board

also

noted

the

Adviser’s

representation

that

the

performance

of

the

Strategies

Fund

tends

to

deviate

from

the

performance

of

equity

indices,

in

part,

because

the

Strategies

Fund’s

portfolio

is

generally

comprised

of

a

balance

of

both

long

and

short

positions,

unlike

its

benchmark

index

and,

in

part,

because

the

Strategies

Fund’s

investment

strategies

include

a

countercyclical

component

that

is

designed

to

outperform

in

declining

markets

but

tends

to

cause

the

Strategies

Fund

to

underperform

in

rising

markets.

The

Board

then

considered

market

conditions

since

2008

and

noted

that,

during

that

time,

markets

have

tended

to

rise.

The

Board

also

considered

each

Fund’s

performance

relative

to

a

peer

group

of

funds

identified

by

Broadridge

Financial

Solutions,

Inc.

(“Broadridge”)

as

having

characteristics

similar

to

those

of

the

applicable

Fund.

The

Board

observed

that

the

Strategies

Fund

outperformed

the

median

of

its

Broadridge

peers

for

the

one-year

period

ended

September

30,

2019

and

underperformed

the

median

of

its

Broadridge

peers

for

the

three-

and

five-year

periods

ended

September

30,

2019.

The

Board

noted

the

Adviser’s

representation

that

its

unique

approach

to

managing

the

Strategies

Fund

made

it

difficult

to

identify

an

appropriate

peer

group,

as

well

as

the

Adviser’s

explanation

as

to

how

the

Broadridge

peers

differed

from

the

Strategies

Fund.

The

Board

observed

that

the

Opportunities

Fund

performed

at

the

median

of

its

Broadridge

peers

for

the

one-year

period

ended

September

30,

2019

and

underperformed

the

median

of

its

Broadridge

peers

for

the

three-year

period

ended

September

30,

2019.

The

Board

also

observed

that

ABSOLUTE

FUNDS

ADDITIONAL

INFORMATION

September

30,

2020

41

Absolute

Funds

the

Arbitrage

Fund

outperformed

the

median

of

its

Broadridge

peers

for

the

one-year

period

ended

September

30,

2019.

The

Board

also

considered

the

Adviser’s

assessment

of

each

Subadviser’s

performance,

noting

that

the

Adviser

had

expressed

satisfaction

with

the

performance

of

each

Subadviser.

The

Board

acknowledged

the

Adviser’s

representation

that

the

different

Subadvisers

could

be

expected

to

achieve

different

performance

results

in

light

of

the

differences

in

their

strategies,

allocated

assets,

and

market

environment.

The

Board

also

considered

the

Adviser’s

explanation

that,

standing

alone,

no

Subadviser

should

necessarily

be

expected

to

perform

in

line

with

the

market

or

with

the

relevant

Absolute

Fund’s

benchmark

index(es).

In

this

regard,

the

Board

noted

the

Adviser’s

responsibility

for

allocating

each

Absolute

Fund’s

assets

among

one

or

more

Subadvisers

on

an

ongoing

basis

and

its

active

management

of

a

separate

sleeve

of

the

portfolio

for

the

Strategies

Fund

in

order

for

the

Fund

to

achieve

its

investment

objective.

In

view

of

the

respective

roles

of

the

Adviser

and

Subadvisers,

the

Board

determined

that

it

was

appropriate

to

give

substantial

weight

to

the

Adviser’s

evaluation

of

the

contribution

of

each

Subadviser

to

the

performance

of

the

applicable

Absolute

Fund

as

a

whole.

In

light

of

the

above

and

other

relevant

considerations,

the

Board

concluded

that

the

Funds

could

benefit

from

the

Adviser’s

and

Subadvisers’

management

of

the

Funds

under

the

New

Agreements.

Compensation

The

Board

evaluated

the

Adviser's

compensation

for

providing

advisory

services

to

each

of

the

Funds

and

analyzed

comparative

information

on

the

actual

advisory

fee

rates

and

actual

total

expenses

of

the

relevant

Broadridge

peer

group.

The

Board

observed

that

the

actual

advisory

fee

rate

and

net

expense

ratio

for

each

Fund

were

higher

than

the

median

of

its

respective

Broadridge

peer

group.

The

Board

considered

that

the

Adviser

had

imposed

contractual

expense

caps

on

the

total

expense

ratio

for

each

of

the

Funds

in

an

effort

to

ensure

that

the

expenses

of

the

Funds

remained

competitive.

With

respect

to

the

Opportunities

Fund,

the

Board

noted

that

its

contractual

advisory

fee

rate

and

contractual

expense

cap

had

been

lowered

in

2018.

With

respect

to

the

Arbitrage

Fund,

the

Board

also

noted

that

its

contractual

advisory

fee

rate

had

been

lowered,

effective

January

2,

2020,

and

that

its

contractual

expense

cap

had

been

lowered

on

November

19,

2019,

and

January

2,

2020.

With

respect

to

the

Strategies

Fund,

the

Board

noted

that

the

Adviser

manages

an

ETF

with

an

investment

objective

that

is

substantially

similar

to

that

of

the

Strategies

Fund

but

that

pays

a

lower

advisory

fee

rate

and

has

a

lower

net

expense

ratio

than

the

Strategies

Fund.

However,

the

Board

noted

that

there

existed

several

differences

between

the

ETF

and

the

Strategies

Fund,

including

that

the

ETF

does

not

employ

a

multi-manager,

whereby

the

Adviser

is

responsible

for

continually

considering

the

appropriateness

of

revising

the

Fund’s

subadviser

line-up,

and

that

the

Adviser

does

not

actively

trade

a

sleeve

of

the

ETF.

The

Board

also

noted

the

Adviser’s

representation

that

the

fee

compression

in

the

ETF

industry

required

the

Adviser

to

accept

a

lower

advisory

fee

rate

for

the

ETF,

even

if

a

higher

fee

rate

would

be

fair

in

light

of

the

nature

and

quality

of

services

it

provides

to

the

ETF.

Further,

with

respect

to

all

of

the

Funds,

the

Board

recognized

that

the

Adviser’s

fees

do

not

include

performance

and

similar

fees

paid

by

hedge

funds

and

other

vehicles

with

which

the

Funds

compete

given

the

hedge

fund-like

nature

of

the

Funds’

strategies.

Finally,

the

Board

noted

that

the

Adviser

pays

each

Subadviser

out

of

its

advisory

fee.

Under

these

circumstances,

the

Board

concluded

that

it

was

difficult

to

make

meaningful

comparisons

between

the

Funds’

actual

advisory

fee

rates

and

net

expense

ratios

and

those

of

the

Funds’

respective

Broadridge

peers

due

to,

among

other

things,

variations

between

the

services

provided

by

the

Adviser

to

the

Funds

and

those

provided

to

the

Broadridge

peer

group

funds

by

their

advisers.

The

Board

also

recognized

that

the

advisory

fee

rate

under

the

New

Agreements

was

identical

to

the

advisory

fee

rate

under

the

Original

Agreements,

and

that

the

Adviser

would

continue

to

contractually

agree

to

waive

its

fees

or

ABSOLUTE

FUNDS

ADDITIONAL

INFORMATION

September

30,

2020

42

Absolute

Funds

reimburse

Fund

expenses

to

the

extent

necessary

to

keep

the

total

expenses

of

the

Funds

at

the

current

level.

With

regard

to

Subadviser

compensation,

the

Board

noted

the

arms-length

nature

of

the

relationship

between

the

Adviser

and

the

Subadvisers

with

respect

to

the

negotiation

of

the

subadvisory

fee

rate

on

behalf

of

each

Fund

and

that

the

Adviser,

and

not

the

Fund,

was

responsible

for

paying

the

subadvisory

fees

due

under

each

Subadvisory

Agreement

and

under

the

New

Agreements.

Based

on

the

foregoing

and

other

applicable

considerations,

the

Board

concluded

that

the

advisory

fee

rates

to

be

charged

to

the

Funds

under

the

New

Agreements

appeared

to

be

reasonable

in

light

of

the

nature,

extent,

and

quality

of

services

to

be

rendered

by

the

Adviser.

Cost

of

Services

and

Profitability

The

Board

considered

information

provided

by

the

Adviser

regarding

the

costs

of

services

and

its

profitability

with

respect

to

each

of

the

Funds.

In

this

regard,

the

Board

considered

the

Adviser’s

resources

devoted

to

each

of

the

Funds

as

well

as

the

Adviser’s

discussion

of

the

costs

and

profitability

of

its

fund

activities,

including

the

percentage

and

amount

of

the

Adviser’s

fee

that

the

Adviser

retained

and

the

percentage

and

amount

of

the

Adviser’s

fee

that

was

paid

to

the

Subadvisers.

The

Board

noted

that

the

Adviser

is

responsible

for

paying

each

Subadviser’s

fee

due

under

the

New

Subadvisory

Agreements.

Based

on

these

and

other

applicable

considerations,

the

Board

concluded

that

the

Adviser’s

profits

attributable

to

the

management

of

each

of

the

Funds

were

reasonable.

Economies

of

Scale

The

Board

considered

whether

the

Funds

could

benefit

from

economies

of

scale.

In

this

regard,

the

Board

considered

the

fee

structure,

asset

size,

and

expense

cap

of

each

of

the

Funds.

The

Board

considered

the

Adviser’s

representation

that

each

of

the

Funds

could

potentially

benefit

from

economies

of

scale

as

assets

grow

and

noted

the

establishment

of

a

breakpoint

in

the

expense

cap

for

the

Arbitrage

Fund

on

January

2,

2020.

The

Board

also

noted

that

the

Strategies

Fund’s

assets

had

declined

over

the

last

year.

With

respect

to

the

Opportunities

Fund,

the

Board

noted

the

current

low

relative

asset

level

of

the

Fund

and

the

reduction

in

its

contractual

advisory

fee

rate

and

expense

cap

in

2018.

Based

on

the

foregoing

information,

and

other

applicable

considerations,

the

Board

determined

that

the

relatively

low

asset

levels

of

the

Funds

were

not

consistent

with

the

existence

of

economies

of

scale

and

that

economies

of

scale

were

not

a

material

factor

to

consider

in

approving

the

continuation

of

the

New

Agreements.

Other

Benefits

The

Board

noted

the

Adviser’s

representation

that,

aside

from

its

contractual

advisory

fees,

it

does

not

benefit

in

a

material

way

from

its

relationship

with

the

Funds.

Based

on

the

foregoing

representation,

the

Board

concluded

that

other

benefits

received

by

the

Adviser

from

its

relationship

with

the

Funds

were

not

a

material

factor

in

approving

the

New

Agreements.

Conclusion

The

Board

did

not

identify

any

single

factor

as

being

of

paramount

importance,

and

different

Trustees

may

have

given

different

weight

to

different

factors.

The

Board

reviewed

a

memorandum

from

Fund

counsel

discussing

the

legal

standards

applicable

to

its

consideration

of

the

New

Agreements.

Based

on

its

review,

including

consideration

of

each

of

the

factors

referenced

above,

the

Board

determined,

in

the

exercise

of

its

reasonable

business

judgment,

that

the

advisory

arrangement,

as

outlined

in

the

New

Agreements,

was

fair

and

reasonable

in

light

of

the

services

to

be

performed,

expenses

to

be

incurred

and

such

other

matters

as

the

Board

considered

relevant.

Proxy

Voting

Information

A

description

of

the

policies

and

procedures

that

each

Fund

uses

to

determine

how

to

vote

proxies

relating

to

securities

held

in

each

Fund’s

portfolio

is

available,

without

charge

and

upon

request,

by

calling

(888)

992-2765

and

on

the

U.S.

Securities

and

Exchange

Commission’s

(the

“SEC”)

website

at

www.sec.gov.

Each

Fund’s

proxy

voting

ABSOLUTE

FUNDS

ADDITIONAL

INFORMATION

September

30,

2020

43

Absolute

Funds

record

for

the

most

recent

twelve-month

period

ended

June

30

is

available,

without

charge

and

upon

request,

by

calling

(888)

992-2765

and

on

the

SEC’s

website

at

www.sec.gov.

Availability

of

Quarterly

Portfolio

Schedules

Each

Fund

files

its

complete

schedule

of

portfolio

holdings

with

the

SEC

for

the

first

and

third

quarters

of

each

fiscal

year

on

Form

N-PORT.

Forms

N-PORT

are

available

free

of

charge

on

the

SEC’s

website

at

www.sec.gov.

Shareholder

Expense

Example

As

a

shareholder

of

the

Funds

,

you

incur

ongoing

costs,

including

management

fees,

distribution

(12b-1)

fees

and

other

Fund

expenses.

This

example

is

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

Funds

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

The

example

is

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

period

and

held

for

the

entire

period

from

April

1,

2020

through

September

30,

2020.

Actual

Expenses

–

The

first

line

of

the

table

below

provides

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

in

this

line,

together

with

the

amount

you

invested,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

in

the

first

line

under

the

heading

entitled

“Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

the

period.

Hypothetical

Example

for

Comparison

Purposes

–

The

second

line

of

the

table

below

provides

information

about

hypothetical

account

values

and

hypothetical

expenses

based

on

each

Fund’s

actual

expense

ratio

and

an

assumed

rate

of

return

of

5%

per

year

before

expenses,

which

is

not

each

Fund’s

actual

return.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

may

use

this

information

to

compare

the

ongoing

costs

of

investing

in

each

Fund

and

other

funds.

To

do

so,

compare

this

5%

hypothetical

example

with

the

5%

hypothetical

examples

that

appear

in

the

shareholder

reports

of

other

funds.

Please

note

that

the

expenses

shown

in

the

table

are

meant

to

highlight

your

ongoing

costs

only.

Therefore,

the

second

line

of

the

table

is

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

Beginning

Account

Value

April

1,

2020

Ending

Account

Value

September

30,

2020

Expenses

Paid

During

Period*

Annualized

Expense

Ratio*

Absolute

Strategies

Fund

Actual

$

1,000.00

$

978.52

$

8.13

1.64%

Hypothetical

(5%

return

before

expenses)

$

1,000.00

$

1,016.85

$

8.29

1.64%

Absolute

Capital

Opportunities

Fund

Actual

$

1,000.00

$

1,054.21

$

9.11

1.77%

Hypothetical

(5%

return

before

expenses)

$

1,000.00

$

1,016.19

$

8.95

1.77%

Absolute

Convertible

Arbitrage

Fund

Actual

$

1,000.00

$

1,084.33

$

9.25

1.77%

Hypothetical

(5%

return

before

expenses)

$

1,000.00

$

1,016.19

$

8.95

1.77%

*

Expenses

are

equal

to

the

Fund’s

annualized

expense

ratio

multiplied

by

the

average

account

value

over

the

period,

multiplied

by

the

number

of

days

in

the

most

recent

fiscal

half-year

(183)

divided

by

365

to

reflect

the

half-year

period.

P.O.

BOX

588

PORTLAND,

MAINE

04112

(888)

992-2765

(TOLL

FREE)

(888)

99-ABSOLUTE

(TOLL

FREE)

INVESTMENT

ADVISER

Absolute

Investment

Advisers

LLC

4

North

Street,

Suite

2

Hingham,

Massachusetts

02043

www.absoluteadvisers.com

TRANSFER

AGENT

Apex

Fund

Services

P.O.

Box

588

Portland,

Maine

04112

(888)

992-2765

(Toll

Free)

(888)

99-ABSOLUTE

(Toll

Free)

www.theapexgroup.com

DISTRIBUTOR

Foreside

Fund

Services,

LLC

Three

Canal

Plaza,

Suite

100

Portland,

Maine

04101

www.foreside.com

This

report

is

submitted

for

the

general

information

of

the

shareholders

of

the

Funds.

It

is

not

authorized

for

distribution

to

prospective

investors

unless

preceded

or

accompanied

by

an

effective

prospectus,

which

includes

information

regarding

the

Funds’

risks,

objectives,

fees

and

expenses,

experience

of

its

managements

and

other

information.

212-SAR-0920

ITEM 2. CODE OF ETHICS.

Not applicable.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable

ITEM 6. INVESTMENTS.

(a)Included as part of report to shareholders under Item 1.

(b)Not applicable.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END

MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8.  PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Registrant does not accept nominees to the board of trustees from shareholders.

ITEM 11. CONTROLS AND PROCEDURES

(a) The Registrant’s Principal Executive Officer and Principal Financial Officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) are effective, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as of a date within 90 days of the filing date of this report.

 (b) There were no changes in the Registrant’s internal control over financial reporting (as defined in

Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

ITEM 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

ITEM 13. EXHIBITS.

(a)(1)  Not applicable.

(a)(2) Certifications pursuant to Rule 30a-2(a) of the Act, and Section 302 of the Sarbanes-Oxley Act of 2002. (Exhibits filed herewith)

(a)(3)  Not applicable.

(b)      Certifications pursuant to Rule 30a-2(b) of the Act, and Section 906 of the Sarbanes-Oxley Act of 2002. (Exhibit filed herewith)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant              Forum Funds

By	/s/ Jessica Chase
	Jessica Chase, Principal Executive Officer
Date	November 24, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

By	/s/ Jessica Chase
	Jessica Chase, Principal Executive Officer
Date	November 24, 2020

By	/s/ Karen Shaw
	Karen Shaw, Principal Financial Officer
Date	November 24, 2020